Learning Curve
by Fenikkusuken
Summary: COMPLETE. Twisted Canon Crack!fic.  What if during the infamous Honey Bee Inn incident, Aerith used magic to turn Cloud into a girl - and then couldn't turn him back? A slightly skewed spin on the opening events of FFVII.
1. SOLDIER in a Blue Dress

**Disclaimer:** Definitely not mine; always returned to Square Enix only lightly traumatized.

**A/N:**The prompt of _'__Final Fantasy VII_, _Cloud: Transgender – AU where Aerith goes overboard and turns Cloud into a girl…and then he can't turn back'_ in the July 2010 round of LJ's SpringKink community birthed two plot!bunnies, because tormenting Girl!Cloud presented too many opportunities for mayhem (the first was _Compensation_, told from Cloud's POV). Two days have been inserted into the game's timeline between the HoneyBee Inn and PlateFall, and I also took artistic license in adding a non-canon spell or two to facilitate the plotline.

Many thanks to the SpringKinkers who kindly encouraged me to finish this version – but this may turn out to be a case of 'be careful what you wish for'. Eheh.

**Warnings:** Complete and utter crack, coarse language, tacky lingerie, nudity and unlikely sexual situations.

**Bouquets** to my wonderful, ever-patient betas Empath-eia, Ranuel and SilverOnTheRose.

**Learning Curve**

**Chapter One: SOLDIER in a Blue Dress**

**Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф**

A bedraggled figure stomped down the dark street, bare feet slapping on the grimy sidewalk, garbed in what appeared to be a tattered ball gown. The garment showed traces of its former glory in the harsh light of the occasional store front, the brown and green sludge mostly hidden by the shadows, and was incongruously accessorized with a massive sword balanced on the wearer's shoulder. Two equally begrimed companions trailed him at a safe distance, both wearing evening gowns that showed off their curvaceous figures, the sequins still sparkling in patches between the filthy streaks.

Aerith grimaced as she flicked gobbets of nameless ooze from her fingertips after combing her fingers through her thoroughly coated hair. Shifting the bag she was carrying to her other arm, she commented conversationally, "We really should've expected something like this from that creep Corneo."

The woman teetering along beside her finally gave up and hopped first on one foot, then the other as she stripped off her flimsy shoes and continued barefoot. "He's slimy, all right," Tifa agreed, trying not to think about all the places on her body that the sewage might have penetrated.

"How did he catch you, anyways? His flunkies shouldn't have been any match for you!"

"I was careless," she replied curtly. "I underestimated my opponent."

The chestnut-haired girl blinked rapidly. "You mean... you _meant_ to be captured?"

"Not exactly," Tifa quickly retorted. "I thought I could turn the situation to my advantage and pump Corneo for information... but I was wrong. If you two hadn't turned up, I would've been in _real_ trouble."

"Undoubtedly pumping something _other_ than information," Aerith archly commented. Noting Tifa's shudder, she said, "Cloud was determined to make sure that didn't happen – to either of us. That's why he agreed to use the Transform materia."

Tifa glanced down at the blatantly provocative lines of the dress she was wearing and was perversely grateful for the coating of muck that disguised the plunging neckline. "He has guts."

Shielding her mouth with her hand, Aerith whispered, "He made a _very_ convincing girl once he gave up the sword," with a nod towards the man marching ahead of them.

"How'd you manage to sneak _that_ in?" the dark-haired girl asked.

"A quick-release Minimize spell. He had it stuffed down the front of his corset."

"Cloud's wearing a _corset_?"

Aerith smirked. "The materia could only do so much; his cleavage was good, but not impressive enough to compete with ours."

Changing the topic, because the idea of Cloud going so far as to wear lingerie might otherwise break her brain, Tifa said, "If Corneo told the truth about betraying our location to ShinRa, we have to think about how to best protect the Sector."

The other girl nodded. "They'll shoot first and ask questions later," she said apprehensively. "Many will die."

Tifa flinched. _We__ killed many when we blew up the Sector One reactor!_ "We don't have much time to plan a counter-attack."

"Where are we going?"

"7th Heaven. It's our base."

"As soon as we're there, I'll reverse the spell on Cloud and the planning can start… er, maybe after we've all cleaned up?" Aerith muttered, rubbing her arm and regarding the resulting grime with distaste. "I'll bet we smell simply _delicious_." Grinning again, she added, "Such a _waste_ of the Sexy Cologne that Cloud worked so hard to acquire."

"We'll have to draw straws to see who gets the bath water first."

The other girl looked downright devious. "If Cloud stays a girl, we don't have to take turns."

Tifa was scandalized. "_I'm_ not brave enough to suggest that."

The flickering light over 7th Heaven's sign hove into view before Aerith could reply, and they unconsciously sped up. Avoiding the front door for obvious reasons, Cloud veered off down the narrow alley running alongside the building. Tifa and Aerith followed, catching up as he briefly struggled with the latch on the gate opening into the bar's rear courtyard. "Hands are too damn slippery," he growled, and Tifa was again struck by the lighter timbre of his voice but had enough sense not to comment.

_That spell must have been incredibly strong to change his voice box_! She caught a side view of his throat and noted the absence of an Adam's apple as well… and then realized that even though they were both in bare feet, she was looking _down_ at Cloud. Highly impressed by, and more than a little envious of Aerith's powerful mage abilities, Tifa watched the other girl wipe her equally greasy fingers on a slightly cleaner patch of Cloud's dress before fiddling with the latch until it opened.

She stood aside to let Cloud pass through first; the swordsman made a beeline for the back door. "I'm not hosing off out here," he said over his shoulder, as if this was a major consideration. Tifa and Aerith looked at each other and followed him inside, just in time to watch Wedge and Biggs' jaws hit the floor as they gawked at the highly altered appearance of the ex-SOLDIER they both idolized.

"Wh-what _happened_?" Wedge demanded, instantly echoed by Biggs. The burly youth yelped as Cloud slung his sword at him.

"Hold that," he ordered, heading for the kitchen sink and the hand sprayer attached to the faucet, slipping on the tiled floor.

"Hello! I'm Aerith." Putting down the bag of clothing, she smiled brightly as the two youths finally noticed her... and then quickly looked away. Even coated in unmentionable fluids, there was no mistaking her feminine curves. Biggs' ears turned bright red and he immediately found the ceiling very interesting, while Wedge inspected the floor grout as they mumbled their names.

Standing in a spreading pool of sluggishly draining greenish-brown water, Cloud spun the 'diamond' tiara across the countertop in Biggs' direction. "Give that to Marlene," he instructed before turning to face Aerith. Gripping the neckline of the dress, he ripped open the bodice of the flimsy garment and let it fall around his ankles, revealing a slim-hipped figure wearing a sexy lace-trimmed corset and matching bikini panties. Twin thuds and a loud metallic clatter promptly announced Biggs and Wedge's reactions as they keeled over, blood trickling from their noses. Kicking free of the ruined dress, Cloud tersely demanded, "Change me back – _now_."

Crouching, Aerith rummaged in the bag. "Easy-peasy." Extracting a softly glowing materia, she equipped it before mischievously suggesting, "You could have a bath with Tifa and me first, if you stayed like this a little while longer."

"No, thanks," he said flatly while Tifa looked askance.

"It's much nicer having someone else wash your back for you," she blandly observed and reversed the spell.

Nothing happened.

Cloud's fair eyebrows slowly arched, his mouth setting in a grim line, while Aerith pouted prettily. "_That's_ unexpected," she grumbled, and tried again.

Still nothing happened.

"Wait… did you say that you used Transform?" Tifa asked. When the other girl nodded, she pointed out the obvious. "He isn't exactly green and webbed."

Aerith bit her lip. "I tweaked the spell to change his gender, not his species."

"You can do that?" Tifa exclaimed.

"Er… yes... at least, I thought I could!" She was plainly flustered. "I don't understand why it isn't reversing… it was straight forward!"

Cloud crossed his arms across his chest, looked askance at the perky bosom now in the way of the motion, and instead leaned back against the sink, attempting to appear as casual as possible while wearing nothing but skimpy lingerie. "Gettin' cold here."

"I'm sorry!" Aerith dug through the bag once again, coming up with a different materia this time; Tifa wondered how many she kept on hand. "We'll try Esuna – that should do the trick!" When there was no change in the swordsman's appearance yet again, Aerith nervously wrung her hands.

Tifa rubbed her chin, leaving behind an oily streak. "That was _some_ spell," she commented neutrally.

Aerith's shoulders slumped. "I've had both materia for a long time," she reluctantly admitted. "Maybe they became unstable?"

"How long is 'a long time'?"

"About six years ago; my friend brought them back from his hometown."

"Materia doesn't have an expiry date," Cloud noted impatiently.

"Too bad we don't have a Maiden's Kiss handy," Tifa mused. "I mean, you're not a frog, but the principle is the same."

"You volunteering?"

"To go all the way back to Nibelheim to buy one?" Tifa asked, confused by Cloud's challenging stare, but then caught his meaning. Blushing at the very idea of 'kissing the frog', so to speak, she muttered, "I'll get the Restore materia. Maybe if we try casting Cure and Esuna simultaneously, you'll go back to normal."

He reached behind him and pointed the business end of the hand sprayer in her direction. "Better use this first, or the customers will demand to know why they missed out on the mud-wrestling contest."

"Er, right. Except mud wouldn't smell so bad." Tifa approached the sink and took the sprayer from Cloud. Sluicing away the worst of the sewage from her hair and body, she sighed, "Ugh. I'm going to have to disinfect _everything_ in here after this," adding another job to her mental list as it was clear the floor drain was partially clogged.

"Get Wedge and Biggs to do it," Cloud said, then abruptly scowled up at her. "You're _taller_."

Tifa didn't know quite what else to say, except, "Er, sorry? Not for long," before scuttling through the swinging doors to retrieve the materia from under the bar. A chorus of wolf whistles and lewd comments greeted her appearance in the clinging, low-cut gown; Barret's profane roar did a decent job of shutting them all down.

In the awkward silence that followed, Cloud met Aerith's damp gaze. "I don't blame you, okay? You did what you had to do."

"But..."

He shook his head. "No point fussin'."

Tifa arrived with materia in her hand and Barret on her heels... and his face was a picture when he saw what his hired sword was wearing. "What the _hell_ happened to you, Spiky?" he boomed, nudging Wedge with his boot before struggling to lift the oversized blade off of the youth's body and propping it against the wall.

Cloud winced at the volume. "Pipe down, will ya? We're dealing with it."

Barret turned his attention to Aerith. "Who are you?" he demanded.

Tifa had just completed the introductions when Jessie poked her head around the doorframe. "Guys? I could really use a hand... oh my _gosh_." Her hand came up to cover her mouth as she looked from the two unconscious youths to her scantily – and oddly - dressed crush to the pretty newcomer and back again. "That must have been _some_ rescue mission!"

"It was complicated," Tifa said patiently as she equipped the materia. "Ready, Aerith?" The combined spells wrapped themselves around Cloud's body a moment later, creating a mist-like effect, but when it cleared, Aerith burst into tears because there was no difference in his appearance.

"Well, don't that beat all hell," Barret muttered, glaring at Cloud's feminine form. "This is gonna screw up our timetable for hitting the next reactor."

"Never mind the reactor," Tifa snapped. "Don Corneo told ShinRa that we're based in Sector Seven, so we have to get ready for an attack."

"_Fuck._ Spiky's gone girly, ShinRa's on our asses... is there any _good_ news?" Hauling Wedge and Biggs upright, he lightly slapped both of their faces. "No sleeping on the job, kiddies. Drinks need serving and counter-strikes need planning now that we're down a man." Dragging the two youths out the door, he called over his shoulder, "Just fix that fool, all right? We'll handle things out here. C'mon, Jessie; leave 'em to get on with it."

Her arm around Aerith's shoulders, Tifa tried to come up with another angle on the solution. "Let's try one more time. You have really strong magical abilities, so if anyone can make this work, it's you."

The other woman's lip trembled, but she bravely said, "Okay. Fifth time lucky?"

Cloud made a frustrated sound when this attempt was no more successful than the previous ones. "_Screw_ this. We'll figure out something else later," he hissed, causing Aerith to hang her head in defeat.

"Maybe a good night's sleep?" Tifa hopefully opined.

"So long as I didn't accidentally invoke Resist instead of Esuna," Aerith said miserably.

"I _strongly_ doubt that you made that mistake. C'mon... let's get cleaned up." Realization drew Tifa up short. "Um, I guess you might as well come with us, Cloud."

He shot her a blistering, green-tinged glare. "I might have tits, but I'm still a _guy_," he snarled.

Tifa recoiled from the sharpness in his voice, then tartly replied, "So you'll be sharing the bath with Barret later?"

_That_ set him back on his heels. "_Shit._" Raking his fingers through his flattened spikes and grimacing at the slimy coating, he considered his options. "Fine, but I want a pair of scissors… and my normal clothing."

Aerith slipped out from under Tifa's arm. "You two go ahead. Um, I guess I'll ask that girl – Jessie, was it? - to bring you what you need." Cloud muttered something under his breath and headed for the second door that opened into the private hallway; both girls couldn't help checking out his butt, incongruously adorned by the lacy panties. Tifa heard the sliding door to the bathroom clatter open across the hall and hesitated, but Aerith gave her a little push. "Go on… I'll join you in a few minutes. Cloud isn't very happy with me right now, so I'll give him a chance to mellow out in the tub."

"Don't be too long!"

Aerith gave her an odd look. "Aren't you his girlfriend?"

Tifa blushed scarlet. "We certainly don't undress in front of each other!"

"Really? Hm." There was a wealth of speculation behind that simple sound, but Aerith didn't voice it, instead moving to avail herself of the hand sprayer. Tifa fidgeted for a moment longer, then squared her shoulders and followed Cloud into the bathroom.

She wasn't entirely sure what to expect – she had, after all, told Aerith the truth about their cohabitation arrangements – because she couldn't shake the nagging sense that something was wrong with the blond swordsman, aside from the obvious gender change. Setting aside her uneasy feeling for the moment, she stepped inside the tiled room and closed the door.

"I can't get this damned thing off," Cloud complained, yanking at the corset in a vain attempt to twist the surprisingly sturdy confection of fabric and lace around his torso in order to reach the strip of hook-and-eye closures. The silk covering was fairly shredded by his efforts to free himself and he was in danger of being skewered by several of the thin steel stays poking out of their protective sleeves. He was now stuck in a very awkward position, with a sharp piece of metal jutting up into his armpit and his breasts contorted by the displaced cups.

Tifa did her best to overlook the fact that Cloud now _had_ breasts and set about freeing him from the garment by patiently unhooking the tiny fastenings. For his part, he stared straight ahead, tension radiating from his frame. Every time the backs of her fingers touched his skin as she wrestled with the closures, he visibly shuddered. "Sorry," she mumbled, finally giving up and tearing the last inch. The corset dropped unhindered onto the floor at their feet, because she was staring in horrified recognition at a large scar in the centre of his back.

Forgetting herself, Tifa drew her fingertip down the length of the vertical mark. Cloud twitched and pulled away, but she caught his arm and turned him, searching for the matching scar on his chest. Right below his sternum, a ridge of discoloured skin showed where his body had been pierced. "Wh-when did that happen?" she asked, anguish increasing as she noticed more and more old scar tissue carved into his pale skin along with more recent bruises.

He shrugged, removing his arm from her grasp. "Can't remember."

"You _can't remember_ having a sword shoved right through you?" she demanded in disbelief.

"Nope."

Long-suppressed memories of the day that her world ended in flames, her father brutally slain while she was broken and left for dead made Tifa's stomach flip over. Turning away, she groped for the edge of the sink to keep herself upright just as someone tapped on the door.

From behind her, Cloud called, "What?"

Jessie plunked a pile of clothing onto the end of the counter and laid a pair of scissors on top, carefully not looking in his direction. "Here you go. Can I bring anything else?"

"We're good," Cloud replied; when she left, he retrieved the shears and slid them under Tifa's nose. "If you're done feeling sick, can you cut 'em off?"

Wiping a shaking hand across her sweaty face, she weakly asked, "C-cut?" In answer, he flicked one of the blond braids he had sprouted. Tifa swallowed hard, pushed down the dark images that were making her feel ill, and indicated that he should turn around. She instantly realized that there would be problem. "The braids have to come out first, or you'll have bald spots."

He exhaled an impatient sigh and reached for one of the plaits; Tifa unravelled the other one before picking up the scissors. "I'm no expert," she warned, biting her lip over the way her voice shook.

"Just do it."

Taking a firmer grip on the shears because her hands were still trembling, she began to cut, the long flaxen strands collecting on the tiles as she worked. Cloud submitted quietly, but his stance was anything but relaxed; when she brushed away loose hairs from his nape to better see how much more needed to be done, he moved impatiently.

"Done yet?"

"Don't rush me." Trimming the over-long hair that remained with several crooked snips, she stepped back. "Okay."

Without a backwards glance, Cloud walked into the open shower stall and turned on the water. Stripping off the lacy panties, he threw them over his shoulder; they landed with a wet splat beside the trashed corset. Tifa crouched and gathered everything, including the straggling mess of hair, into a bundle and headed for the door. "You coming back?" he asked.

"I'll, um, wait for Aerith," she answered, and fled.

Tifa was on her hands and knees, furiously scrubbing the layer of greasy film off the kitchen floor with a vile-smelling liquid when Aerith returned. "You're looking very industrious," she observed, eyeing the grubby sequinned gown and the kerchief tying back Tifa's long hair.

"A floor-cleaning summon materia would come in handy right now," Tifa replied, squirting more of the cleanser across the tiles.

"If they existed, they'd be the most valuable type." Aerith pinched her nose. "It's a wonder that you haven't passed out yet from the fumes. Some of the customers are complaining."

"They'd be complaining even more if their food orders were contaminated."

"Jessie says they're shutting down the bar in half an hour." Propping her fist on her hip, she asked, "Did you take care of Cloud?"

"She cut and ran," the swordsman announced, emerging from the bathroom wearing a t-shirt that was now rather snug across his chest and boxers that were in danger of falling off his hips, draping his towel around his neck.

"Literally," Aerith commented, eyeing his crude haircut.

"All yours, ladies." Treating Tifa to an exasperated glare, he huffed, "I told you to make Biggs and Wedge clean up that shit." Hitching the boxers higher with one hand and heaving his sword onto his shoulder with the other, Cloud headed up the stairs.

"Leave it, Tifa," Aerith said. "A clean floor will be a moot point if ShinRa attacks tonight."

**Ф Ф Ф Ф Ф**

The planning session was in full swing at one of the tables in the empty bar when Aerith and Tifa were finished in the bathroom and cheerfully disposed of their unwanted finery in the garbage bin on top of Cloud's ruined gown. Barret conferred with Biggs and Wedge, Jessie hovering and tossing in her two-gil-worth but mainly refilling their glasses. "Doesn't it bother you that you're not included?" Aerith asked out of the corner of her mouth as they paused in the doorway.

"I'm neither strategist nor technician," Tifa answered lightly.

"Neither am I, but I'd like to be in on the decisions so I know what's going on... hey, somebody's missing." Stalking out into the bar, Aerith demanded, "Did you forget to call Cloud?"

Barret was briefly confused. "Did you fix him?"

"Not yet," she answered, frowning.

"This is _man's_ work, missy."

The girl's green eyes narrowed dangerously. "Oh, really? An even _better_ reason why Cloud should be here."

"I'll go," Tifa quickly offered. Twisting her hair up in a towel, she bounded up the stairs and along the hallway to the room she shared with the swordsman. Knocking first, she opened the door to announce, "They're downstairs planning on how to counteract a ShinRa attack."

Cloud didn't look up from where he was honing the edge of his sword. "Good for them."

"Don't you want to be part of it? You'll be in the front line."

Sighting along the blade, he said offhandedly, "So long as I'm paid, I'll do what I'm told."

Rubbing one foot against the other, Tifa tried another tactic. "If ShinRa attacks the Sector, many innocent people will die."

"What's a few more casualties? Have you already forgotten about the collateral damage from Reactor One?" Cloud sardonically pointed out.

Feeling like he'd punched her in the stomach, she whispered, "That's _exactly_ why I don't want anything like that to happen again."

"Bit late for regrets," he said relentlessly. "AVALANCHE has created its fair share of widows and orphans already, and now ShinRa's out for blood."

"Remind me to talk to you when I need cheering up," Tifa responded waspishly, turned on her heel and nearly slammed the door off its hinges. At the end of the hallway, another panel cracked open, and a small face peered out.

"Tifa...?"

Brought up short, she composed herself before smiling kindly at the little girl. "Not asleep yet, Marlene?"

"I was, but you kinda woke me up," she mumbled, rubbing her eyes.

"Sorry, sweetie," Tifa said, and then inspiration struck. "If you go back to sleep right away, you'll wake up tomorrow to a nice surprise."

"Really? Will I like it?"

"I'm sure you will; it's very pretty."

"Can I have a hint?"

"No," Tifa winked. "Back to bed now."

"Okay!"

Smiling, she watched to make sure that Marlene did indeed tuck herself back in, grateful for the cheerful intervention that lifted her mood. Moving far more quietly, she headed back downstairs in time to hear Barret declare, "Corneo's unlikely to have given ShinRa our exact location, so they'd have to plan a house-by-house invasion... and they're not gonna risk the casualties."

"Huge casualties didn't stop 'em from invading Wutai," Wedge said. "Our little sector wouldn't stand a chance if they decided to roll in."

Biggs scratched his ear. "Instead of a frontal assault, they could blockade the Slums... and that would cause tremendous hardship if food supplies from the Plate were stopped."

"We need to warn the residents," Jessie insisted, and Tifa could tell by her expression that she'd been rebuffed at least once before on the issue.

"What're we gonna tell them? ShinRa's gonna attack but we don't know when? Then what if nothing happens? We look like fools," Barret grumped.

"Better to be fools than the reason why their children died," Aerith chimed in. Noticing Tifa lurking in the doorway, she beckoned her forward. "Where's Cloud? He needs to talk some sense into these people."

"He's too busy polishing his sword."

"Overcompensation for something he's missing?"

Tifa started, then burst out into giggles. Aerith and Jessie joined her, their merry laughter echoing around the room and earning them perturbed glances from the males of their group. "Okay... now I feel better," she finally wheezed, wiping tears from the corners of her eyes. "I'm going to bed; somebody wake me up when it's time to stand watch."

"I'll go first," Wedge offered, checking his watch.

"Second," Jessie said.

Tifa nodded. "That makes me third… Biggs, you'll follow?"

"Um... what about me?" Aerith asked plaintively.

"There's a spare cot in my room," Jessie offered. "You're excused from duty tonight, being as you're new and all."

"You got any special attacks, missy?" Barret asked, inspecting Aerith with renewed interest.

"Er, not really..."

"Aerith turned Cloud into a girl instead of a frog by manipulating materia; that takes tremendous magical power," Tifa said. "She's a valuable addition to our team. Good night, everyone." Detouring into the kitchen, she collected the tiara and took it upstairs. Tip-toeing into Marlene's room, she arranged the glittering bauble on the battered bedside table so that the little girl would see it when she woke up. Pausing outside her own door, she took a deep breath to calm herself before facing her recalcitrant roommate. Inside, she discovered that Cloud had avoided any confrontation by the simple expedient of rolling himself up in his blankets and falling asleep... or at least a reasonable facsimile thereof.

Glaring at his tousled head, she followed suit, but their situation kept running around in her head and keeping her from a restful slumber. _Short of surrendering, how do we save the Sector? ShinRa's all about brute force to get what they want._ Her memories of Nibelheim and concern over Cloud's unexpected transformation added to the noise inside her head, but she finally fell asleep. When Jessie crept in to awaken her in the wee hours, she felt like she hadn't slept at all. _Tomorrow's gonna suck_ she thought wearily as she struggled into her clothes and trudged off to do her duty, hopeful about scoring a couple more hours of shut-eye before the clock claimed that it was morning.

**Ф Ф Ф Ф Ф**

Her head had barely hit the pillow when she was yanked back into consciousness by a stream of invective that made her wonder if she'd wandered into Barret's room by mistake. Rolling over, she squinted blearily in Cloud's direction against the glow of the bedside lamplight and shock made her sit straight up. He was seated on the edge of his bed, his head bowed, most of his torso concealed by a luxuriant fall of shining golden tresses tumbling over his shoulders. "Oh, my…!"

Unearthly green-hued blue eyes pinned her in place. "This is _your_ fault."

Trying to swallow the instantaneous lump in her throat and failing miserably, she choked out, "I _know_." Lack of sleep, stress and anxiety allowed a small whimper to leak out before she turned her back to him and hid under the blankets. Curling up into a tight little ball, she vainly fought to prevent the sobs from escaping her throat.

A voice, contrite and close by. "Tifa? I didn't mean it." She couldn't reply, couldn't do anything more than shake her head for fear of completely losing control and weeping like a lost child. A hand hesitantly touched her shoulder. "Tifa?" The unexpected gentleness along with the touch of worry in his tone caused the floodgates to burst and she let out a muffled wail.

Without any warning, Cloud moved her hair out of the way, climbed onto the narrow cot and tucked himself against her back. Letting out a startled yip, she tried to bail, but he wrapped his arm around her waist to keep her in place. "_Don't._ We're both girls, so it's okay… right?" She peered warily over her shoulder, but held still, even if she remained as stiff as a board. "You okay?" She made a noise that sounded like an affirmative, but it wasn't very convincing, so he lightly rubbed her back and shoulders after stealing half of her pillow.

With Cloud's breath tickling over her ear, Tifa did her best to not squirm, but it was really hard to stay still. She was confused, exhausted and overwhelmed… and now had her usually disinterested roommate spooning her like he had a right. "Why are you doing this?" she finally asked, too tired to be less than direct.

"I don't like making girls cry." His fingertips lightly traced circles on the nape of her neck before smoothing along the crest of her shoulder blade, down her arm to her elbow and back again.

Her head hurt from trying to understand him, so she gave up. "Oh."

They lay in silence for a while, until Cloud rubbed further down her arm and inadvertently pressed a particularly ugly bruise. When she flinched, he flipped back the blanket to inspect the injury. "What the hell?"

"Things got a little rough when they made me change into that dress."

Propping himself up on his elbow, Cloud leaned over to scan her expression, his breasts pressing softly against her back. "Nobody _touched_ you, right?"

Tifa smiled weakly as she tried to imperceptibly ease away. "No. The only thing that saved me from something worse was the fact that I'd been 'reserved' for Corneo."

"_Bastard_," Cloud exclaimed, with considerable feeling. "Shoulda cut 'em off when I had the chance."

"Did… something happen to _you_?"

"Some weird shit goes on in that place."

Concerned by his evasive answer, Tifa rolled onto her back and was briefly distracted by the long lock of pale hair looping over Cloud's shoulder. "Are _you_ all right?" she asked, once she'd refocused.

"You mean, besides the whole 'boobs instead of balls' thing?" he snorted, and she couldn't help glancing at the soft curves straining the fabric of his t-shirt. The view didn't last long, however; Cloud flopped back down beside her.

Tifa closed her eyes. "I'm _really_ sorry that this happened," she whispered.

Calloused fingers smoothed stray hair away from her face. "Protecting you was more important." Her response turned into a startled squeak when his weight settled over her, her breasts uncomfortably squashed by his. He smirked at her wide-eyed expression and suggestively rocked his hips. "You can show me how grateful you are… after I'm back to normal."

"Get _off_."

He rocked into her again, looking thoughtful. "It'll take me longer, but I'll try."

"Not _that_ kind of 'getting off'!" Tifa all but snarled. "_Move!_"

Smirking, Cloud repeated the lewd action. "Whatever you say."

Baring her teeth in response, she twisted violently beneath him. There was a brief, sharp struggle before Tifa successfully pinned him beneath her, his wrists trapped above his head. Cloud stared up at her, seemingly surprised by how easily she overpowered him, but then his lashes fluttered down in a beguiling facsimile of feminine submission and he breathily murmured, "Be gentle with me… it's my first time." Tifa reared back as if bitten and fairly leapt off the bed while he gleefully snickered at her expression.

"So you don't like making girls _cry_, but you don't mind being a _jerk_ to them?" she hissed. Snatching up her blanket and his pillow, she grabbed his bedding and threw it in his face before reaching for the door.

"Hey! Where are you going?" he demanded.

"To find somewhere _safe_ to sleep," she retorted.

"I'm kidding, all right? Shiva's icicles, woman… here, have your bed back." Rolling his eyes, he heaved a histrionic sigh as he returned to his own cot.

Tifa hesitated for a moment, but the realities of waking up half the house in search of another spot to crash, and the highly embarrassing questions she'd have to answer in the process, made up her mind for her. Tossing him the pillow, she slid back onto her bed after wrapping herself tightly in the blanket. Cloud gave her a disgusted look as he turned out the light. "I promise I won't molest you in your sleep."

"Why should I believe you?"

"Because it's more fun when you're awake and growling."

Tifa bit back her retort and huddled deeper into her blanket, wishing that the alarm would go off _now_, even though she was fairly sure that she'd be sick from lack of sleep on what would probably be a crucial day.

**Ф Ф Ф Ф Ф**

Something was biting her ear.

Unwillingly surfacing from blissful unconsciousness, she mumbled a protest and ducked her head. What sounded like a light laugh whispered over her cheek just before her earring was tugged. Grumbling Barret's favourite epithet, she rubbed her ear against her shoulder. This time, her earlobe was pinched, and she rolled over to hide the abused appendage against the pillow.

"You're _so_ stubborn," whispered a lilting feminine voice that she thought sounded familiar. Reassured, she began sliding back into a deeper slumber... until her exposed ear was nipped hard enough to hurt. Her eyes snapped open in shock and found Cloud's amused blue gaze only a scant inch away. "Good morning," he added, lightly rubbing the backs of his fingers over her cheek.

Tifa wrenched herself backwards so violently that she went over the side of the bed, discovering too late that her securely-wrapped blanket prevented her from using her hands to cushion her landing. Cloud lunged, somehow managing to grab her in the nick of time. Dragging her back up onto the mattress and into his arms, he demanded, "Are you _trying_ to break your neck?"

Pressed face-first into his breasts, she was too stunned to react for a long moment. Finally finding her voice, she protested, "You startled me!" and tried to extract herself, but he only let her pull back far enough to see his face.

"No kidding?" One fine blond eyebrow slowly, mockingly arched.

Trying to regain the upper hand, she frostily demanded, "_What_ are you doing in my bed again?"

"Stopping you from hurting yourself."

"_Before_ that."

"Waking you up."

"What happened to a friendly shoulder-shake?"

"This is _much_ more pleasant." His voice became almost sultry; coupled with the bountiful bosom right in front of her nose, the entire situation was just too plain weird for her to handle this early in the day before her first cup of tea. However, he showed no sign of actually leaving now that she was awake. Instead, he seemed to be making himself comfortable, shifting onto his back and pulling her closer to rest her head on his shoulder.

_Enough is enough._ "Can I ask you something?"

"Mm?"

"When you were all guy, you were strictly 'hands-off'. Now that you have 'boobs instead of balls', you've climbed into my bed _twice_ in the last four hours."

"Your point?" When she remained silent, Cloud twirled a lock of her hair around his finger before answering, "I like being close to you. Is that a problem?"

"You've never wanted to be _this_ close before," Tifa quietly pointed out.

"Would you let me in your bed if I was a guy?"

Sidestepping the loaded question, she said earnestly, "You're _still_ a guy... to me, anyways." She found herself once again flat on her back, looking up at Cloud, but this time he didn't climb on top of her. Instead, he simply stared down at her, his hair sweeping forward over his shoulders to enclose them inside a flaxen curtain. In the filtered light of the bedside lamp, his pupils dilated, darkening and softening his intense gaze but Tifa still felt like he was trying to see all the way down into her soul.

Nervously moistening her lips, she watched his attention move to her mouth, and for a long moment, she thought he might kiss her... and discovered that she wasn't terribly opposed to the idea. However, he didn't follow through, instead allowing only his words to brush over her lips, but that was enough to knot her stomach. "Will you help me with something?"

"S-sure."

"I have an idea," he said before rolling off the bed and onto his feet.

"Your _hair_!" Tifa exclaimed, struggling to sit upright.

"Yeah," Cloud grimaced, flipping the shimmering length over his shoulders; it now hung down past his hips. "Seems like cutting it wasn't the best idea."

"D'you want me to braid it?"

"Okay. If we chop it off again, it'll probably be ankle-length by breakfast."

Tifa unwound herself from the bedding and located her brush. Cloud stood very still as she set to work, his shoulders straight, but she immediately noticed that unlike the previous night, he no longer flinched if she touched him. Wondering what had changed, she quickly divided the gleaming mass into three equal sections and set to work. Tying off the ends, she gave the resulting thick rope a final smoothing caress. "There. That should keep it out of your way."

Pulling the braid over his shoulder, Cloud gave it a cursory inspection before tossing it back. "Do you still have the Restore materia in your glove?" When she nodded, he said, "Grab them and let's go." Collecting his own gloves, he tried one on while waiting for her, and with a sour expression asked, "Can I borrow a pair of yours? Mine are too big." When she obliged, he tugged her out the door.

Half way down the stairs to the ground floor, Tifa belatedly noticed that they seemed to be the only ones awake. "What _time_ is it?"

"Early. We have about twenty minutes before anyone else wakes up."

"I am going to be absolutely _dead_ on my feet today! What if ShinRa attacks?"

"It'll take 'em at least a couple of days to get organized."

"Says _you_."

"Says the ex-SOLDIER," he confidently said. "They're a bureaucracy; they like to make plans and then contingency plans… and then contingency plans for the contingency plans."

"Good point," she reluctantly conceded. "Um, what are we doing?"

Cloud detoured into the bar and rummaged under the counter, returning with materia in his hand. "An experiment," he said in response to her question. Leading the way down the hall to the bathroom, he continued, "I want to see if water amplifies the effects of the spell."

Tifa closed the door behind them as Cloud hit the light switch with his elbow. "Er… wouldn't it be better to use Aerith's materia?" she asked.

"If this works in even the slightest, I'll borrow it from her," he said, turning on the water.

"What do you need me for?"

"This." Cloud yanked his t-shirt over his head; before Tifa could dodge, he grabbed her hands and cupped them around his breasts.

"Wh-_what_ are you _doing_?" she yelped, torn between tearing herself free and worrying about hurting him, so remained frozen in place – even when his boxers fell down around his ankles.

"You wanna help or not?" he growled. "If this works, my hands will change their size, so I need you to provide a standard." Tifa was scarlet from her hairline to her bare toes and looking everywhere but _at_ Cloud. "Don't think about it so much," he chided, forcing her unwilling hands to mould around his curves. "It's just me."

"_But_…!"

"You're the only one I trust to do this," he added, and she stopped struggling.

"O-okay… I think I've g-got it," she stammered, trying her best to memorize the proportions.

"Good job." Releasing her hands, he kicked free of his boxers and stepped into the tub.

"So, um, what's the plan?"

"Power up the doubled Restore materia, stick our hands in the water and let 'er rip," he replied, turning off the taps and pulling on the borrowed gloves, frowning at their loose fit. As she knelt beside the tub, he equipped the glowing orb. "Ready?"

Tifa waited until the materia's power crackled over her skin before plunging her hands into the warm water. Cloud did the same, and the tub was abruptly lit from within, the green light eerily reflecting off his face, the walls and the ceiling. When the energy died away, she asked, "Well?" Instead of replying, he reached between his legs while Tifa tried not to die of sheer embarrassment on the spot, but that was nothing in comparison with what happened next.

Frowning, Cloud muttered, "Nothing, _dammit_," and stood up, putting her at eye level with the dark blond thatch curling wetly at the apex of his slim thighs. She toppled over backwards trying to put some distance between them, but he hauled her upright and slapped her gloved hands onto his bosom. "Are they smaller?"

Tifa would rather be eaten alive by moogles than point out that she would have to remove her gloves to properly judge any change. "Er… I don't think so."

"Take your time."

Instead, she tried to disengage her hands from his chest. The resulting friction caused by wet leather across his nipples made Cloud inhale sharply and colour bloom on his cheeks, but that was nothing compared to the vivid shade of mortification that Tifa turned when Aerith walked in.

Silence reigned as the chestnut-haired girl took in the sight of a buck-naked, prettily-flushed Cloud apparently encouraging Tifa to fondle his breasts. "The gloves are a nice touch," she blandly commented, then gave the other girl a narrow look. "So much for not undressing in front of each other."

Tifa wrenched loose and agitatedly flapped her hands. "It isn't like that!" she protested while Cloud reached for a towel. "I was only trying to help!"

"Very hands-on," she coolly observed.

"Hey, Aerith… can I borrow your materia?" Cloud interrupted, completely ignoring Tifa's spluttering discomfort.

"Sure. Back in a minute."

Tifa tried to make her escape in Aerith's wake, but Cloud pulled her back. "One more try."

"Can't you get Aerith to check?"

"I'm not letting a stranger touch me."

She looked down at their joined hands and had an idea. "Let's try something else." Wriggling loose from his grip and stripping off the wet gloves, she held up one hand. "Let's measure this way." Somewhat bemused, Cloud obliged, pressing their palms together.

"Still smaller – but I knew that, because your gloves are too big for my hands," he grumbled, absently lacing his fingers with hers and flustering Tifa all over again. He didn't let go until Aerith returned and tossed the materia in his direction.

"So... watcha gonna do with it?" she brightly enquired.

Easily fielding the orb, Cloud examined it for a moment. "This is the Heal materia, right?"

"Yep!" Spotting the other materia on the counter, Aerith ventured, "Sleeping didn't change anything?"

"No," Tifa muttered, wringing out her sopping gloves over the sink. "Neither did our first try at Cloud's idea, which was to see if water would amplify the materia's effects." As Cloud dropped the towel and re-entered the tub, she suggested, "You should have a go, Aerith."

"All right!"

Oblivious to the sharp look sent her way from the blond hunkered down in the water, Tifa handed over the Restore materia she'd been using and watched Aerith equip them in her bracelet. Kneeling by the tub, the mage smiled brightly at Cloud, who ignored her in favour of adding the Heal materia to his array. On his curt command, the room abruptly filled with intense electric viridian light arcing off the walls. Shielding her eyes, Tifa waited until the energy dissipated before peeking through her fingers. "Well?"

"He's lost at least a cup size," Aerith replied, moving to the side so that Tifa could see, just in time for her to notice the very peculiar look that crossed Cloud's face as he apparently checked his privates. When he stood up, he was careful to keep his hips turned towards the wall until his towel was secured around his waist.

Tifa decided not to ask. "If there was a positive change, why don't you try it again?"

"Repeating the experiment with the same set of variables isn't going to do anything," he answered, and they were both startled by the newly husky quality of his voice.

"I think you're taller," Aerith observed as Cloud sloshed water across the floor during his awkward exit from the tub – he didn't seem to want to lift his legs any higher than necessary - but instead of measuring himself against her, he came straight for Tifa... who hastily hid her hands behind her back.

She found herself eye-to-eye with him. "Most _definitely_ taller and," risking a glance down at his chest, she continued, "_much_ smaller."

He flexed his fingers, showing her that the gloves now fit. "But not enough."

"Better than before!" she retorted. "Lucky for you that Aerith agreed to help."

"I'm not so sure about _that_," he mumbled before abruptly turning to the other girl. "Can I hang onto this for a while?" he asked, indicating the materia.

"Sure. What are you going to do with it?"

"I have another idea." Crossing the room, he clasped Aerith's hands in his and looked intently into her sparkling green eyes. "Only _you_ can help me set it up. Will you?"

"Of course, Cloud! _Anything_ for you!" she chirped, her cheeks blossoming a becoming shade of pink while Tifa's heart dropped into her stomach.

"We'll go once Wall Market opens for the day," he said, starting for the door.

Aerith snatched up a towel and draped it over his shoulders. "Cover up, Miss Cloud, or the boys'll be dead via nosebleed before breakfast."

**Ф Ф Ф Ф Ф**


	2. Highway to Hell

**Disclaimer:** Definitely not mine; always returned to Square Enix with their clothing present, if not necessarily intact.

**A/N:**The Nibelheim Incident, as depicted in the OVA _Last Order _(when Tifa and Cloud exchanged words in the reactor)_,_ is referenced in this chapter. Also, the materia are the marble-sized versions found in-game, not the larger ones from _Advent Children_, and the Hardy-Daytona is a modified version of the original featuring an extended saddle to accommodate two riders.

**Warnings:** Incipient silliness, coarse language, gratuitous nudity, platform heels, excessive epistaxis, unlikely sexual situations and rampant UST.

**Bouquets** to my betas, Empath-eia, Ranuel and SilverOnTheRose

**Learning Curve**

**Chapter Two: Highway to Hell**

**Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф**

An hour later, Tifa tried to ignore how her stomach twisted when she saw Cloud escorting Aerith out the door of 7th Heaven, and in particular the proprietary way her arm was hooked through his. Marlene clung to Aerith's other hand, clearly in awe of the pretty young woman because she wasn't saying a thing – just staring up at her with adoring doe-eyes. Cloud was wearing his uniform, with his cowl pulled low to disguise his bust; Tifa noticed that the hilt of his sword rose higher above his shoulder. _I guess that he had to change the mounting to keep it from dragging on the ground. _

"What's up with those two?" Jessie muttered, shaking the crumbs into the sink with a sharp snap of her cloth.

"He asked Aerith to help him organize something." Tifa worked hard to keep her voice neutral as she cleared the crockery. "They're going to Wall Market after they drop Marlene off at school."

"Didn't you guys have enough of Sector Six last night?" Jessie wryly asked.

"Both above _and_ below it!"

The rest of the morning was taken up with thoroughly disinfecting the kitchen, with Biggs reluctantly volunteering to unclog the floor drain. Barret and Wedge were pried out of their refuge in the basement and sent to acquire ingredients for the daily special as well as pick up Marlene. Tifa had almost managed to forget about the two missing members until the door banged open and Aerith stalked in ahead of Cloud, his arms laden with packages. While he headed directly upstairs, she shot straight across the room to Tifa. "You _have_ to stop him!" she hissed urgently.

"Stop him? Why?"

"You won't _believe_ what he's planning..."

"Hey, Aerith! Hurry up, already!" Cloud called impatiently from the top of the staircase. With a desperately mouthed appeal, the young woman hurried away.

Tifa and Jessie glanced at each other with identical puzzled expressions, then shrugged in unison and went about readying the bar for opening. Barret and Wedge arrived soon after with Marlene and armloads of groceries, bragging about the 'great deal' they scored on a large hunk of meat. Jessie made a face at the oozing package and went off to find something to contain the mess while Biggs mopped up the drips and Tifa quizzed the two strutting shoppers as to its provenance. When both of them finally admitted that they really had no clue as to what type of beastie supplied the windfall, she heaved a large sigh. "I hope cooking destroys any poison it might contain."

"P-poison?" Wedge quavered, going pale.

"For all we know, this could have been salvaged from a dragon-kill."

The raw mystery meat had just been stowed in the largest pan that 7th Heaven owned when Aerith descended from the upper floor, appearing decidedly vexed. Casting Tifa a dark look, she stood to the side, her arms tightly folded and tapping her dainty foot, but spared Marlene a lovely smile when the little girl slipped up to stand beside her. Jessie elbowed Tifa, raising her eyebrows, but her question died a-borning when they saw what followed Aerith down the stairs.

Towering platform heels first came into view, followed by long, slim legs encased up to the thighs in buckled white leather. A narrow band of enticing bare flesh above the boots was framed by the shortest pair of blue satin short-shorts that Tifa had ever seen; they made her brief skirt look appropriate for a Presidential reception. A cropped white leather vest framed a blue satin halter top that barely contained an impressive bosom, and fingerless white elbow-length gloves drew attention to slender arms. A cascade of blond ringlets swished against the leather vest, held back from a delicate face by a blue silk ribbon - but by the time Cloud's glossy lips and rouged cheeks came into view, Biggs and Wedge were already down for the count and Barret's jaw was practically in his lap.

The swordsman gained the floor and tested his balance, apparently oblivious to his audience's shocked reactions. Reaching into the front of his low-cut top and tugging, Cloud commented to the room at large, "Padded bras are a form of false advertising."

Jessie eyed his burgeoning cleavage. "If you cranked those any higher, we could serve drinks off them."

"Cloud! Why are you dressed like the ladies I'm not allowed to ask about that stand on the street corners all day?" Marlene demanded, small fists planted on hips.

"I need to borrow something, and I have to look nice to get it," he said evasively.

"You'll get _something_, all right, if you set foot outside the door dressed like _that_!" Jessie snorted.

Tifa threw down her cloth and stormed across the room. "_What_ are you playing at?" she exclaimed, somewhat disconcerted by having to again look _up_ at him due to the heels.

Blue eyes made even more striking by the deft application of makeup crinkled at the corners as Cloud puckered his shimmering pink mouth. Chucking Tifa under the chin to bring her attention back up from where it had dropped to that shiny pout, he said, "Arranging transportation. Be ready to leave when I return."

"Eh? What?"

"I'll be back in half an hour, tops," he assured, smoothing his gloved palm over her shoulder and down her arm, the satin covering whispering against her skin.

Ignoring the goose bumps that he caused, Tifa growled, "You _do_ realize the kind of attention you'll attract in this outfit?"

"I'm counting on it!" Cloud grinned, then cheekily tweaked her nose before sashaying towards the door, his hips swaying in a distinctly come-hither fashion, the gleaming shorts accentuating the hypnotic movement. Daintily stepping over an unconscious Wedge, he commented, "These two really ought to get that random blood loss checked out," and was gone.

As the door slammed shut, Barret finally re-hinged his jaw and demanded, "What's that fool up to _now_?"

"Oh, this is _really_ bad!" Aerith wailed, tugging on her hair; Marlene gave her a comforting hug.

Jessie filled two beer mugs with cold water and strode purposefully towards Biggs and Wedge. "What's Cloud's cunning plan?" she asked just before dumping the mugs' contents over the unconscious youths.

Aerith covered the little girl's ears in advance of the muted explosion of bad language announcing Jessie's successful treatment. "Borrowing a motorcycle from our dear friends at ShinRa!"

Tifa recoiled, then collected herself. ""He won't make it to the end of the block, never mind all the way to the Tower dressed like _that_!" she said, immediately preparing to go after him.

"Ain't nobody gonna lay a hand on Spiky... unless he lets 'em," Barret grunted.

"Thanks for that reassurance," Jessie deadpanned. Shooting Tifa a wry look, she added, "Aside from the fact that Barret's right about Cloud being more than capable of defending his own honour, it looks like you're going on a road trip."

"I wonder where?"

"How about that place you mentioned last night?" Aerith asked. "Nibel-something?"

"Nibelheim is in the mountains on the far side of the Western Continent; it'd be at least a five day round trip... if the tunnel is open."

Aerith frowned as she straightened Marlene's tiara. "While we were in Wall Market, Cloud was asking everyone if they knew of any natural mako springs in the Midgar area... do you think that might be significant?"

"Probably." Tifa chewed her lip. "I don't like the idea of going _anywhere_ if ShinRa is planning something, though."

"We also need Cloud to be at full strength when the bastards _do_ attack," Biggs pointed out, wiping his face with his sopping shirt.

Jessie snickered, "If you two are anything to go by, he doesn't need his sword; all he has to do is flash his boobs to be considered a lethal weapon!"

**Ф Ф Ф Ф Ф**

Twenty-four minutes after Cloud's departure, Tifa was trying very hard to _not_ think about what might be happening to him by concentrating on neatly cutting up the as-yet unidentified meat. Jessie worked beside her, threading the cubes onto skewers and arranging them in a distinctly tipsy marinade.

"You sure there's enough booze in this?" the red-head sneezed. "Are you planning on making everyone who eats it drunk, so that they'll die peacefully if it _does_ contain poison?"

"Between the alcohol and the grill, it should disinfect the meat."

"It's sure disinfecting my sinuses! _Whew_!" At that moment, a deep-throated rumble vibrated all the crockery on the shelves and set the light fixtures to dancing; Jessie looked around, wide-eyed. "An earthquake?" she surmised as the shaking and sound increased in volume, but then abruptly cut off. Tifa didn't reply, because she had already washed her hands and dashed out of the rear entrance.

In the darkly-shadowed courtyard, she found Cloud dismounting from a powerful-looking motorcycle, its faded insignia barely discernible in the fitful light provided by the single bulb over the door. "Mission accomplished," he said smugly, patting the fuel tank as satisfaction radiated from his entire being. "Hardy-Daytona modified courier model."

"Where did you get that? _How_ did you get it?"

"From a military-surplus depot in Sector Six, and as for _how_..." Cocking an eye towards their audience now spilling out of the doorway and craning their necks to check out his acquisition, he suddenly snaked one arm around her waist and yanked her flush against him. Tifa went absolutely rigid, but no sooner had she flattened her hands on his chest to push away, she snatched them back. Smirking, he slid his other hand up the back of her neck and into her hair, snugging her against him in a sensual-looking embrace that made several pairs of eyebrows disappear into their owners' hairlines.

Placing his mouth next to Tifa's ear, close enough to send shivers skittering over the young woman's skin, Cloud murmured, "If you jiggle your tits and wiggle your ass in their faces, most men's brains instantly leak out of their ears. As soon as that happens, they'll believe _anything_ you tell them because they're thinking with the head between their legs." Fixing her with a heavy-lidded look as he lightly cupped her cheek, he continued, "I'm _really_ glad that you've never resorted to cheap tricks like that," then leaned in. Tifa didn't have time to decide if he'd actually made contact before a pair of loud thumps announced that Biggs and Wedge had literally fallen for Cloud's performance.

"I _also_ learned that people will see what they want to believe... like those two." Keeping his arm around Tifa's waist, he regarded Biggs and Wedge's supine forms with considerable amusement. "Are we sure they're not anaemic? Gotta be something making them faint so much." Pulling Tifa towards the door, he announced, "Time's a-wasting, if we're gonna be back by tomorrow night. Jessie? Could you make up some food parcels for us?"

"No inns where you're going?"

"Not taking any chances. Having to hunt for our dinner would just slow us up, and according to the rumours I heard at the depot, something big's going down in forty-eight hours." Giving Barret a cool look, Cloud added, "Better put the neighbourhood on evacuation alert." Nodding to Aerith, who appeared rather sullen, he said, "Thanks again for your help," before hauling Tifa into the building. They hadn't made it half-way across the kitchen before he started coughing. "Why does it stink like a distillery in here?" he wheezed.

"Trying to make some meat fit for human consumption," Tifa replied, discovering that her lips were lightly sticky and distinctly fruit-flavoured.

"_Damn_! I hope nobody lights a match." Pinching his nose, Cloud hustled her up the stairs to their room and began stripping out of the flashy clothing before the door even closed.

Tifa surveyed the saddlebags, camping gear, potions, items and assorted materia laid out on her bed. _He spent some serious gil this morning._ "What're these?" she asked, indicating an aggressively-shaped piece of metal and a heavy bracelet that looked familiar.

"I picked up a Metal Knuckle and a Titan Bangle for you. Might come in handy."

Sliding the items into place over her glove and onto her wrist, she reflected that while some girls received flowers, these gifts were more practical – and undoubtedly more expensive. "Thank you."

He shrugged as he sling-shot the bra across the room with a distinct 'snap'. "No problem." Furiously scratching under his breasts while sighing in relief, he reached for his sweater. "I honestly don't know _how_ you girls can wear those things on a daily basis." Slanting a glance at Tifa, he mischievously added, "Although some of you obviously don't need to."

Ignoring the comment, Tifa picked up the cook stove and asked, "Where are we going?" then nearly dropped it when Cloud's satin shorts slithered to the floor, revealing white thong panties that looked at least a size too small from the way the straps cut into his hips.

"There's a natural mako spring in the mountains directly south of here. I'm banking that the boost provided by the mako will juice up the materia enough to reverse the spell." The thong sailed across the room to join the bra and was replaced by a pair of boxers with a large pin tightening the waistband, which looked rather out of place with the thigh boots.

Tifa discovered his combat boots and two pairs of gloves already inside one of the saddlebags. "What did you have on your feet this morning?"

"I borrowed a pair of your boots. You don't mind, do you?"

"Bit late for me to complain." Concentrating on tucking potions and materia inside the pots, Tifa mumbled, "You should be taking Aerith, not..."

"I want you." His flat tone brooked no argument, as well as effectively killing any flutter his word choice might have caused. Sitting down to remove the thigh boots, Cloud made a face at the heels once he was free of them. "Why do they even _make_ things like these?" Tossing them aside, he quickly pulled on his trousers and cinched his belt. Settling his pauldron into place and securing his harness, he muttered a mild oath as his loose curls caught in the straps. "Ready?"

"Almost." At his impatient huff, she suggested, "Maybe you should wash your face while you're waiting."

"Huh?" he said in surprise, then wiped his mouth on the back of his hand, leaving a vivid pink smear. "Er... yeah." Pulling loose the blue ribbon, he dangled it from the tips of his fingers like it was a dead fish. "Could you fix my hair again?"

Retrieving her brush, she made him sit on the edge of the bed while she knelt behind. "It's shorter than it was this morning," she observed, noting that it now only reached half-way down his back.

"Sure as hell didn't cut it; must be a result of the materia." Starting at the ends, Tifa worked through the length of his hair, smoothing it and removing all the knots before sleekly braiding it. At a loss over what to use for a tie, she was about to employ the ribbon when he growled, "Don't you _dare_."

"I don't have anything else..."

Half turning, Cloud reached around behind her. Pulling free the cord securing her hair, he twitched his braid out of her hand and tied it off himself, then dropped the ribbon in her lap as he stood up. "Even trade." Slinging his sword into place on his back, he tested the weight distribution of the saddlebags while she scrambled off the bed. "Let's go."

**Ф Ф Ф Ф Ф**

Tifa was trying to figure out where best to hold onto Cloud as she perched on the saddle behind him when he completely derailed her considerations by saying, "You'd better do something about your hair, because you'll snap your neck if it wraps around the rear axle."

"Oh!" she exclaimed, then was at a loss until Aerith stepped forward and wound the soft length twice around her throat like a scarf. "Thank you." The other girl silently nodded as she moved back, her gaze lingering on the blue silk ribbon decorating Tifa's dark tresses.

Cloud tipped Barret a salute as the engine roared to life beneath them. "We'll be back early tomorrow evening if everything goes well."

The big man scowled. "You look after Tifa, Spiky. If she gets hurt, I'll kick your ass."

The blond gave him a straight look. "I'll protect her with my life."

While Tifa blushed at his word choice, Barret growled, "You better." With that, he helped push the motorcycle backwards out into the alley and waved them off. When the tail lights faded into the inky murk, he turned back into the courtyard, where he found Aerith looking very much like a lost puppy. Dropping a massive hand onto her slender shoulder, he boomed, "We have a temporary opening for a barmaid, missy. How 'bout it?"

She smiled gamely. "Sure. It'll pass the time, anyways."

Barret stooped to peer into her face. "Don't tell me you're mopin' after Spiky, too?"

"Don't be silly! He reminds me of a dear friend - that's all."

Shaking his head, he steered the young woman towards the door. "I seriously don't get what you girls see in that fool… is it the uniform?"

**Ф Ф Ф Ф Ф**

Peeking over Cloud's shoulder as often as she dared, Tifa could barely contain her excitement as the thin blue line of clear sky kept growing brighter and wider with every mile that whipped beneath the motorcycle's wheels. The smothering blackness covering Midgar rapidly receded as they raced south, the distant mountains showing misty indigo on the horizon. "It's so _beautiful_!" she exclaimed in his ear.

"Been a while," he agreed while adjusting the throttle, a grin lurking at the corners of his mouth. "Hey… I need to breathe every now and then."

"Sorry!" she said sheepishly, instantly loosening her tight grip around his ribs; his hand covered hers and squeezed. Tifa smiled into Cloud's shoulder and briefly hugged back, indescribably happy to be heading into the light despite the critical situation they were leaving behind. _How long has it been since I've seen blue sky and sunshine? Five years? Ever since…._ Tifa shook off the icy fingers of old fears and concentrated on admiring the changing vegetation. "How far are we going today?"

"The foothills." He continued to guide the motorcycle with one hand, his other one resting comfortably on top of hers.

There was almost no traffic, even though this was the main highway to Junon; they passed a couple of troop transports heading towards Midgar, as well as a small convoy of produce trucks that were undoubtedly bringing food to the Upper Plate's well-stocked markets, but that was it. _It's late in the day, and I can understand why people don't want to go to Midgar, but it seems almost... spooky._

The barren landscape dramatically altered the minute they left the shadows of the black cloud. Sunshine poured down, the blue sky dotted with fluffy white clouds. Grasses and wildflowers formed a wide green-gold sea that flowed almost up to the base of the mountains. A distant line of trees showed where a river ran, and small copses broke up the flatness of the grasslands. Flocks of birds twirled in the updrafts and butterflies fluttered. _It's so green!_ _This is what the area must have looked like before the reactors were built!_ Looking around, Tifa felt a renewed surge of determination to shut down ShinRa, no matter the cost. _How can they continue doing so much damage to the environment? The Planet can't sustain their greed!_

It wasn't long before the warmth of the sun on her back caused Tifa to nod off; she woke up with a start when her chin bounced off Cloud's shoulder. "You okay back there?" he asked.

"I didn't get much sleep..." she yawned, suddenly feeling very, very weary.

The roar of the motorcycle's engine became a muted rumble as Cloud cut the throttle and steered off the pavement onto the shoulder. "Five minute break," he declared as they came to a stop. Tifa quickly obeyed, although she discovered that her knees were distinctly wobbly. Walking ahead of the bike, she swung her arms and jogged in place to get her blood moving. Bending over to touch her toes, she belatedly realized that she'd given Cloud quite the show; he didn't bother hiding his smirk in his cowl when she checked.

Tossing her head, she turned her back, shading her eyes to look out over the rippling grass, breathing deeply of the fresh breeze. The wind teased loose strands of hair from the coil draped around her neck, playfully tugging on them as she soaked up the unaccustomed sense of freedom. She became aware of Cloud's eyes on her; suddenly self-conscious, she wrapped her arms around herself and walked further along, inspecting the bulrushes growing out of the ditches and the nodding clusters of wildflowers.

"_Tifa!_"

The command in his voice spun her around in time to dodge a snarling missile. Lashing out with her fists, she caught the creature in the ribs and sent it flying into the field, where it came to rest at the end of long furrow. As she straightened, pain raked down her shoulder, dropping her to the asphalt where she delivered a sweeping kick that took the legs out from under her attacker. Shouting, she seized two paws and swung the animal around, heaving it after its fellow and gouging another trench in the grassy prairie; the blood dampening her top was a minor distraction as she met another creature with a right hook to the muzzle. The beast shook its head before lunging again. Tifa nailed it in the chest with a roundhouse kick as something whizzed behind her and impacted with a sickening wet thunk. Finishing off her opponent before turning to look, she saw an even larger creature spitted by Cloud's sword.

"_Come on!_"

She was already running towards the bike when he met her halfway; grabbing onto his outstretched arm, she swung herself onto the saddle behind him like she'd been doing it for years. Gunning the engine, he yanked his sword out of the twitching carcass on the way past and laid a patch of rubber as they took off at full speed.

"What are those things?" she shouted over the rush of wind, hooking her fingers into his belt.

"Kalm Fangs," he answered, flicking his weapon free of blood and resting it on top of the extended brackets that he and Barret had jury-rigged to fit the oversized sword.

Glancing around, at first she saw nothing other than the rippling sea of grass, but then she glimpsed them – at least a dozen dark runnels moving at an angle to the gentle direction of the wind. Tifa couldn't suppress a small shudder as huge forms erupted into the open, tongues lolling, red eyes glowing in craggy, dark blue-grey heads as they attempted to run down the motorcycle. _They look like Nibel Wolves! _ "Can we go any faster?"

"Nope." The sword flashed a warning in the sunshine.

"Would it be better to stand and fight?"

"Not against a pack that big."

Tucking herself as small as possible against Cloud's back to give him as much freedom to swing as she could, Tifa hoped that the creatures were just as individually weak as their Nibel cousins and would give up the chase sooner rather than later. A shadow fell across her, and she looked into a slavering maw as one beast leapt – just as it was violently slapped away with the flat of the sword. The motorcycle slewed sickeningly until Cloud regained control; Tifa watched the tumbling Fang take out three of its pack-mates in a cloud of dust and snarls.

Two others tried to take advantage of the distraction and attacked from the other side; the gleaming weapon whirled overhead and they went down in a welter of gore. The injured animals struggled violently in their death throes; Tifa couldn't watch. "They taken the hint yet?" Cloud asked.

Carefully scanning the surrounding prairie for more tell-tale movement, she finally said, "I think so."

The bike rocked slightly as he stowed his weapon; after a few more minutes of full-throttle flight, he patted her tightly clasped hands. "Bet you're not sleepy now."

Even as she chuckled, she kept a weather eye on the surrounding vegetation, which appeared somehow less benign in the fading sunlight. "How did you know what those creatures were?"

He was silent for a long time. "Kalm Fangs are considered 'safe' opponents for ShinRa recruits."

_A training exercise mustn't have gone well._ "Not so 'safe', I take it?"

"Not when it's two guys against an entire pack... and you both run out of ammo _and_ potions."

A dim memory surfaced in the corner of her mind. "My dad once told me that when he was a child, the largest Nibel Wolf ever encountered was no larger than a hound... and was only a threat to newly hatched chocobo chicks and cats."

"One of my officers said the same thing about Kalm Fangs."

"Do you think their abnormal growth might be a result of mako pollution?"

"You're saying that things grow bigger because of contact with it?"

"It's a thought..."

"Ah. I wondered... so stuffing your bra with mako crystals paid off, huh?"

Tifa stuck out her tongue at the back of his head and smacked his shoulder for good measure as he shook with laughter. Glaring up at the sun-gilded peaks, whose slopes had turned from blue to green and taken over most of the view, she was taken off guard by another long-suppressed memory of a surprise attack. _That trooper nearly lost his life protecting me... _

"Is something wrong?" A gloved hand gently cupped her bare thigh.

"Uh, no... just a bad memory that I hoped I'd forgotten."

His hand briefly squeezed, and she cursed it for being more distracting than it should be. "I have a few of those, too," Cloud said, as then the road began winding through the foothills, and he gave most of his attention to keeping them on the pavement. "Keep an eye out for more Fangs – and a likely place to camp. The sun'll be down in another hour or so."

"A sunset! I haven't seen one in _years_!"

They happened across a small rest stop shortly after that, the main features of which were a single fuel pump and a rickety table whose frail legs were bowing under the weight of boxes full of produce. Cloud made sure his cowl disguised his chest as an elderly man hobbled out of the shack to see if they wanted anything; his equally ancient wife took up a position behind the table. As they dismounted, Cloud pressed several gil into Tifa's hand and muttered in her ear, "Buy something to sweeten up the old gal, and see if she knows anything about the mako spring. I'll tackle the geezer – what's this?" Turning her for a better look, he glared at the dried brown smears decorating her top.

"Huh? Oh, you mean _that_." Tifa answered, craning her neck. "It's just a scratch."

"_Dammit_, woman. Hold still." His hand glowed green and he carefully swept his palm over her back. "You can't take any chances."

"We also couldn't exactly stop out in the open, in case they were following us."

Cloud shook his head in exasperation. "You still should've said something." Swatting her on the behind, he sent her towards the shack as he greeted the old man.

The elder's reedy voice cut the air along with the sharp scent of fuel as Tifa walked towards the table; as it turned out, she didn't have to fake any enthusiasm over the produce, because it was obviously fresh and in peak condition. "I don't know what to choose!" she sighed, jingling the gil in her fist.

"The apples are particularly fine," the woman said, giving one a polish with her apron. "They come from our orchard."

"I'll have to try some to compare them to the apples from my hometown," Tifa smiled, handing over a couple of gil.

Accepting the coins and bagging a half-dozen of the rosy fruit, the woman asked, "Where're you from?"

"Midgar... but I was born in Nibelheim, on the Western Continent. It's in the mountains."

"A country girl making a living in the big city, eh?" The older woman raked the younger's revealing clothing with a glance as she handed over the fruit, and Tifa blushed hotly. _She probably thinks that I'm a prostitute!_ The jaundiced look that was then directed at Cloud seemed to cement that idea. "Where's your SOLDIER boy from?"

"From Nibelheim. We grew up together."

"Childhood sweethearts?"

"Er..." To her consternation, she blushed even harder, but that seemed to soften the woman's attitude.

Leaning in, she shook her finger under Tifa's nose. "You make sure he does right by you."

"P-pardon me?"

"Make sure he's declared you as his next-of-kin in case he doesn't come back from the next mission." There was something about the tightness around the woman's mouth and the fierceness in her rheumy eyes that made Tifa suspect there was a personal tragedy behind the advice.

"He's not in SOLDIER anymore; he quit."

A white eyebrow arched. "Huh. I thought there was only one way to leave SOLDIER, and that was in a coffin."

Her assertion gave Tifa pause. _Come to think of it, Cloud's the only person I've ever heard of walking away from the military. _"Um, I was wondering... is there a natural mako spring in the area?" she asked, trying to change the subject.

"Maybe. Why?" Those aged eyes were suddenly sharp.

Inspiration struck. "My, um, boyfriend has some old battle injuries, and we heard that bathing in a mako spring might help heal them."

"You sure you're not scouting for a new mako reactor site?"

"_Absolutely_ _not_!" Tifa agitatedly waved her hands around and nearly dropped the apples. "I've seen what damage even a single reactor can do... and I'm no friend of ShinRa!" Cloud gave her a questioning glance as the old man blithely continued talking his ear off, and she forcibly settled herself down.

"Well, then, young lady... I consider myself a fairly good judge of character. Don't make me regret it."

"N-no, ma'am. I _won't_."

Producing a stubby pencil and a scrap of paper out of her apron pocket, the woman quickly sketched out a simple map. "Take the next turn-off – it's about ten miles ahead, on the right – and follow it to the fork. Bear left and keep going up the side of the ridge – it's a steep climb, and really narrow – until you arrive on the plateau. You'll see a small waterfall on the cliff face on the other side; the spring's in a cave above it... at least, it used to be. Haven't been up there in years, on account of the snakes."

"Snakes?"

Shrugging dismissively, she handed over the map. "I'm not that keen on scaly things; if you're not bothered, then you'll be fine."

"How long is the trip?"

"You won't make it tonight; sunset's less than an hour away."

"Oh... darn. Can you recommend a good place for us to camp?"

Another penetrating glance. "It isn't safe to sleep outdoors if there's only two of you. Those Prowlers'll strip you clean." She turned and pointed at the terraced ridge rising behind the shack, the upper elevations shining golden in the early evening sun. "There's a picker's shed on the middle tier that's sturdy enough to discourage unwanted company, and big enough to hold both of you and the bike." Rummaging again in her pocket, she handed over a small key on a short twist of cord. "This opens the padlock."

"Thank you very much!"

Shoving her hands in her pockets beneath the apron, she jerked her white-haired head in the direction of a dirt track curving behind the shack. "Follow that up and take the second right. The shed's in the middle of the orchard, backed up against the retaining wall."

Tifa inclined her head. "We really appreciate this."

"Hmph. Be _good_, young lady."

"Er, _yes_, ma'am." Backing away, Tifa escaped back to the bike, where Cloud was listening to the old man with fairly-well-disguised impatience. Waiting for a break in the torrent of dialogue, Tifa smiled brightly at the elder before saying, "These nice folks have offered to let us camp in their orchard overnight."

"Did my good wife give you the key?"

"Yes, sir."

As she held it up, he grumbled, "Damn Prowlers – did she warn you about them, too?"

"Uh-huh."

"Your young fella here tells me you had an encounter with some Kalm Fangs." When she nodded, he spat on the ground and groused, "They never used to be so bold, but they're gettin' downright dangerous lately. If you have to answer a call of nature in the middle of the night, take a big stick!"

"How about a big sword?" she grinned, indicating the weapon resting alongside the front forks.

"That'll do – just watch out for my trees, young fella."

"Will do," Cloud replied. "Thanks for your hospitality."

"Hurry up or you'll miss the sunset. Right pretty from up there." Hanging up the fuel nozzle, he shuffled back to the shack, where he joined his wife under the awning.

"Quick... before he decides he needs to tell another 'when I was knee-high to a chocobo' story," Cloud hissed, swinging onto the saddle and firing the engine. Tifa tucked the map and key securely into her pocket and stored the apples in one of the saddlebags before joining him; she'd barely seated herself before the bike took off in a spray of gravel. Waving to their erstwhile hosts with one hand, she pinched his arm with the other.

"_Ow!_ You weren't the one stuck talking to him!"

"_You_ weren't the one getting the third degree from his wife!"

"Huh?"

"Turn here and follow the road up the ridge... 'sweetheart'."

He glanced over his shoulder, his eyebrow arched. "Your conversation was _definitely_ more interesting than mine."

**Ф Ф Ф Ф Ф**

_We're going to __swelter__ in here tonight._ Tifa concentrated on heating their dinner over the cook stove instead of thinking about the sweat beading on her skin. The flickering light of the sand-filled fire pit in the centre of the floor threw deep shadows behind Cloud as he alternately stared at the kettle resting above the embers, apparently willing it to boil faster, or gazed up at the narrow bars of dusk visible through the reinforced ventilation slats high in the gables. The sturdy door of the shed was now locked securely from the inside, the small room made even smaller by the presence of the massive motorcycle taking up one entire wall and filling the confined space with the distinctive tang of heated metal and oil. _I'm exhausted and have a headache... and that stink isn't helping._

"I figured there had to be _something_ to encourage airflow." Cloud rolled onto his hands and knees, pressing his fingers into what appeared to be knotholes in the floor boards. "Yep, gramps knows his stuff." Wood squeaked on wood, and fresh air began trickling up from beneath the hut, drawn upwards by the heat escaping through the slats. "Check that side; I'll bet there's a couple more." Tifa discovered that she had piled the saddlebags on top of one of the vents, and then helped Cloud to balance the bike while he opened the last one.

By the time they sat back down, her headache had almost disappeared and the kettle had begun boiling. Cloud filled the mugs while Tifa scooped rice and ladled Jessie's clean-out-the-cooler curry into bowls and handed him one. They ate in silence, the only sounds the scraping of utensils on metal. _Well, this is awkward_. Sipping her tea, Tifa watched Cloud over the rim of her cup and admitted to part of her disquiet. _I don't really know him anymore... if I ever did. He might as well be a stranger._

"It's been a long time, hasn't it?"

His apparent ability to read her mind made her jump. "Um... what has?"

"Since we were alone together."

"Er... last night doesn't count?"

"No." Chuckling, he waved his mug at her. "Longer than _that_."

Giving herself time to think, she cut up one of the apples. _Does he mean the water tower?_ "Seven years ago? We were just kids then." Sliding the bowl of apple slices his way, she bit into one and was overwhelmed by the flavour. _Crisp, tart, juicy... it's like going home_. Wondering if Cloud shared her reaction, she popped the rest of the morsel into her mouth and reached for another.

"It's been five years."

"Pardon?" She paused, the piece of fruit half-way to her lips.

"The last time I saw you before we met up at the train station was _five_ years ago... in Nibelheim."

_B-but... what? He... he wasn't __there__!_ Tifa carefully lowered her hand to her lap while her mind spun in mad circles.

"You were in really bad shape, so I'm not surprised that you don't remember." Gloved fingertips lightly stroked over her forearm.

"Y-you were in the reactor?"

"Uh-huh." He smiled crookedly. "You really don't remember?"

_The only two SOLDIERs in Nibelheim were General Sephiroth and the other... what was his name? Zack? Unless... Cloud arrived later as part of a different team? _Biting her lip, Tifa unwillingly replayed the disturbing images from that day in her mind. _ It was Zack who woke me up... wasn't it? He had dark hair..._ "Did I tell you that I hated you?"

Cloud's eyebrows shot up under his bangs. "No! I apologized for arriving too late, but you said it was okay – that you were glad I kept our promise."

Tifa thought harder, absently toying with the apple. Slowly, very slowly, a picture formed of unruly blond spikes, bright blue eyes - and a relieved smile. _I thought I dreamt that..._ "I was in a lot of pain; I'm surprised that I was even vaguely coherent."

His arm slid around her shoulders and he pulled her close enough to press his nose into her hair. "I thought you were _dead_, so I was really happy when you opened your eyes. Hearing your voice was a bonus." Lips grazed her temple before she was released. "How did you end up in the reactor, anyways?"

Sternly telling the twirling butterflies in her stomach to settle down, she said, "I went after General Sephiroth."

"You _what_?"

Tifa made a face. "Pretty stupid, I know, but I wasn't thinking straight."

"I think we were _all_ driven a little insane by what we saw that day," Cloud said quietly. "What happened?"

Her father's pale, lifeless face swam in front of her eyes. "I charged the general with his own sword. He grabbed the hilt and lifted me off the ground – I should've kicked him where it counts when I had the chance – and then..."

When the pause stretched, Cloud prompted, "And...?"

Shivering at the memory of icy green eyes and a mocking smirk, Tifa murmured, "He _smiled _- and then hit me."

"He threw you down the flight of stairs? _Shiva!_ He could've broken your neck!"

"Not my neck, but enough other bones that I was black and blue for months."

"How'd you get out of there?"

"Master Zangan. He took me to Midgar for medical treatment." She wanted to ask _when_ Cloud had arrived on the scene, but at the same time she also didn't really want to talk any more about the most horrifying day of her life. _I'll have nightmares._

Cloud was munching a piece of apple, his expression thoughtful as he rubbed a spot below his breasts. "This scar," he said slowly. "Sephiroth. Skewered me like a piece of meat."

"How _horrible_... lucky you were treated right away!" she gasped, knowing the months of painful recovery that she had experienced before she was even able to walk again. _He would've had punctured organs – lucky the sword missed his spine!_

Shaking his head, he frowned. "Don't remember. It's all kinda jumbled after that." Popping another slice into his mouth, he commented, "These apples are really good."

There was silence after that except for the hissing of the embers in the fire pit and crunching sounds as Cloud finished off the fruit. Tifa caught herself falling asleep sitting up and decided that lying down would be a good thing. Gathering the bowls and utensils, she piled them out of the way, and then rummaged for clean clothing. "Turn around," she ordered, facing the opposite way while letting her suspenders fall down her arms.

"Since I've shown you mine, how about..."

"Finish that sentence, and you'll be sleeping outside with the Prowlers."

"You are _no_ fun. I'll bet Aerith would've laughed."

Tifa bit back a petulant retort and instead examined the bloodstains on her shirt. _I hope that will soak out._

Quickly exchanging the soiled tank top for a clean one, she was in the process of shaking out one of the bedrolls when Cloud said, "Over here," indicating the side closest to the rear wall.

Tossing him the other bedroll, she shuffled hers around the fire pit to join him. However, he merely sat on it, bracing his back against the wall, his sword to hand. "Are you taking first watch?" she asked, unlacing her boots.

"Yep. You need your beauty sleep."

Stung anew, Tifa retorted, "Thanks _so_ much," and zipped herself into the bedding. Wriggling out of her skirt, she folded it into a thin makeshift pillow, then rolled over and put her back to both him and the fire pit. After several minutes of pouting, she gave herself a mental shake. _He doesn't mean anything by it... any of it... I simply have to be less sensitive._ "Good night, Cloud."

**Ф Ф Ф Ф Ф**

_Father? Father! _

_Super-heated air scorched her lungs, the crackle of burning wood deafening as she ran through the inferno. Flames arched overhead, enclosing her in a deadly cathedral; when she finally broke through into a cooler space, she tripped over a body sprawled across the smoking earth._

_Who's that?_

_She recoiled as the ashen visage turned fathomless black eyes towards her. The mouth opened, revealing sharp teeth and a rasping voice croaked her name. Scrabbling backwards, she screamed as the face resembled her father as she'd last seen him, red spittle dribbling down his chin. The contours narrowed, becoming her mother on her death bed, so shrivelled that Tifa had hardly recognized her. The sunken eyes turned green and dangerous, stringy hair lengthened and glinted silver, until the image finally morphed into a nightmarish creature, red-eyed and blue-furred, its fanged jaws opening wide, its claws reaching for her as it sprang..._

_Falling backwards, screaming, her bones snapping, consumed by pain hammering her from all sides ..._

She was caught by strong arms, anchored safely in a firm embrace. "Hush... it's all right." The words were felt more than heard, her ear pressed against a softly-contoured chest, but Tifa grasped desperately after the promise of comfort anyways, fisting handfuls of fabric as she curled into the warm body. "Breathe... c'mon, _breathe_." Shuddering violently, she struggled free of the terror, finally surfacing into pitch darkness that nearly sent her shrieking back over the edge, but Cloud's voice pulled her towards reality. "It was only a dream, Tifa. You're safe." His name came out as more of a faint whimper than anything recognizable, but he somehow heard and shifted his arms, a hand coming up to cradle the back of her head, tucking her snugly under his chin. "I've got you."

It took a long time, but her racing heart finally slowed to the point that she was able to loosen the death grip she had on his sweater. All the adrenaline left her in a rush; slumping boneless in his arms, she was barely aware of Cloud gathering her close. Enough cognition remained for her to mumble, "Thank you," before she sank into a deep and mercifully dreamless slumber.

When she finally regained consciousness, the interior of the shed was no longer pitch-black. It was still extremely dark, but once her eyes adjusted, Tifa was able to make out the bulky shape of the motorcycle against the near wall. Above it, the glimpses of night sky framed by the ventilation slats displayed an astonishing array of stars. Her field of vision was restricted by the fact that Cloud was still thoroughly wrapped around her, but Tifa felt absolutely no desire to move away, despite the odd sensations of being cuddled against distinctly feminine curves. The soothing way he was stroking her hair probably had quite a bit to do with her reluctance to break contact.

"Feel better?" His voice was an intimate rumble.

"So tired," she sighed, turning her face towards his chest and then remembering why that wasn't a good idea when sensitive flesh budded against her cheek. Pulling away on principle, she didn't put up much resistance when Cloud tugged her back.

"Don't worry about it."

Taking his word for it because she was so very comfortable where she was, Tifa nestled closer, the sound of his heartbeat lulling her into a state of sleepy contentment. _I really shouldn't be ... cozying up... but... _When she next opened her eyes, the interior had lightened considerably, but Cloud's fingers continued combing through her hair and she had trouble staying awake. However, being pillowed on his bosom reminded her that the biggest challenge was yet to come, and she was just sleepy enough to speak before thinking. "What if the materia doesn't work?"

His hand faltered in its steady rhythm. "It has to. I can't stay both for the rest of my life."

"Both...?" As soon as she said it, Tifa's brain kicked into gear. _That odd look on his face after Aerith helped...!_

Cloud reluctantly confirmed her suspicions. "Yeah. I now have boobs _and_ balls."

"Oh, _no_."

His rueful chuckle vibrated her cheek. "The old lech at the depot would've been in for a surprise if he'd managed to get in my shorts yesterday."

"Er... how did you, um, keep anything from falling _out_ of those shorts?"

"_Painfully_ tight underwear and a dose of good luck."

Tifa slipped her hand up around the back of his neck, beneath the braid and gently squeezed. "I'm _so_ sorr - _mmph_?"

His hand clamped over her mouth, his entire body tensing as he shook off her hand, and then his weight shifted as he reached for his sword. Wrapping his hand around the hilt, he lifted the blade off the floor and angled it towards the ventilation slats in the gables over the motorcycle. Tifa held very still, all of her senses on high alert; she nearly jumped out of her skin when the door softly but deliberately rattled on its hinges. _Someone's testing the lock!_

Cloud released her and silently rose to his feet, but he wasn't looking at the door. Instead, his attention was trained on the right-hand wall; holding up one finger for silence, he gestured her to take the left-hand side. Squirming out of the bedroll, Tifa stripped off her socks to give herself maximum traction on the wooden floor and placed herself back-to-back with Cloud. The door rattled again, and then what sounded like metal scraped along the exterior siding. Sibilant voices hissed, raising the hair on the back of her neck.

"Anythin' good?"

"Plenty."

"'Ow many?"

"Two. Girls."

"Heh. Pretty?"

"They got materia."

Tifa strained her ears to track the movements outside, aware of Cloud's tension. Taking one step sideways and one back so that he was beside her, without looking away from the openings in the gable, he whispered, "Prowlers. They'll attack from both sides to split our attention and try to Steal something."

"So... hit first, ask questions later?"

"Yep." His hand briefly gripped hers and then he moved back into position.

Shuffling sounds from outside, followed by what sounded like crates were being stacked, had her squinting at the soft, pearly grey sky visible between the ventilation slats. _I guess the walls are too sturdy for them to try breaking in that way... I hope. _Only a scant moment later, a bushy blond topknot appeared, followed by spooky pale eyes peering through the slats. _A metal face mask? Creepy!_ She couldn't see the Prowler's expression, but she could swear that he leered; however, she didn't get a chance to wipe the look off his face because behind her, Cloud rammed the business end of his weapon through the slats and split open the other Prowler's head.

"One down," he muttered, pulling the dripping blade back inside.

Tifa's opponent had vanished as soon as the sword did its deadly work, but a thump overhead had them looking up; that was quickly followed by the sounds of shingles being pried loose. Cloud kept one eye on the door as he moved around the fire pit, his head tilted at an angle towards the trusses. As the roof shook, he beckoned Tifa over and crouched, cupping his hands. "See those two knotholes to the left of the peak? Straight up and knock the bastard on his ass. Bonus points if you break his neck in the process."

Resting one foot on his palms, Tifa balanced herself with her hands on his shoulders, studying the target area. When what appeared to be an axe blade bit through the ceiling in roughly the same space, she waited for one more strike until she was very sure that the axe was on the upswing. "_Now!_" Cloud launched her straight up, and she drove her metal-shielded fist right through the weakened boards, connecting forcefully with something firm and fleshy that she really, _really_ hoped was the Prowler's stomach and not some other portion of his anatomy. There was a surprised, pained grunt, the clatter of what might have been a wooden-handled axe sliding down the shingles, quickly followed by the ominously squelchy sound of a large body landing awkwardly on the ground.

Cloud caught Tifa as she dropped, keeping her well away from the fire pit. Blood streaked her arm from where she'd caught her skin on the jagged edges of the wood; he grimaced and cast Cure. "That's two."

"Do you think that's all of them?"

Listening intently, he said, "Sounds like it."

"Can we look outside?"

"Are you _trying_ to find trouble?"

"No; I just really want to see the sunrise. It's been so long..."

"You might want to put some clothes on first."

Tifa looked down and realized that she had been fighting Prowlers while wearing nothing but her cropped tank top and panties. Her first impulse was to cover her crotch with her hands, but then realized that there wasn't much point. Sighing, she retrieved her socks and then had to hunt for her skirt, finally locating it under Cloud's bedroll. _It must have fallen out when he woke me from the nightmare._ Rapidly pulling on clothes and boots, she had just dug her hairbrush out of the saddlebag when Cloud plucked it out of her hand.

"Turn around."

Blinking, she obeyed, and then was even more stunned when he began brushing her hair; he even properly started at the bottom and worked his way up before stroking the brush through the entire length several times. Tifa closed her eyes and simply enjoyed the unaccustomed tenderness, a world away from Marlene's rough enthusiasm. She swayed a little on her feet when he turned her towards him; his arm steadied her as he carefully smoothed her bangs. When the brush and silky ribbon were returned to her hand, she smiled and sighed, "That was nice."

Cloud didn't turn around quite fast enough to hide his pink cheeks when she opened her eyes. "It was nothin'," he gruffly said as he crossed the room and braced the door with his sword before unlocking it. Tifa quickly tied back her hair and joined him, ready to slam the panel shut if something unpleasant was waiting for them on the outside.

On his mark, they wrenched the door open and found only a delicate pink glow painting the sky, the mountains and the surrounding orchard. Tifa squeezed past him to step down onto the flat rock acting as a stair, breathing deeply of the soft morning air, but Cloud's arm around her waist stopped her from going any farther. He remained standing on the sill behind her, poised to sweep her back inside and out of any danger as he scanned the nearby trees while she filled her lungs and admired the view.

Leaning back into his solid presence, folding her arms atop of his, Tifa murmured, "Everything's so _fresh_."

As the sun peeked over the mountains, bathing them in golden light, his chin came to rest on the top of her head. "Yeah. Including the two bodies around the side of the shed."

"You really know how to kill a mood, don't you?"

**Ф Ф Ф Ф Ф**


	3. Once Bitten, Twice Shy

**Disclaimer:** Definitely not mine; always returned to Square Enix in reasonably good condition.

**A/N:**The final installment. Hope that the fic entertained you!

**Warnings:** Wishful thinking, UST, snakes on a plain, conveniently-placed materia and enough WAFF to induce cavities.

**Bouquets** to my betas, Empath-eia, Ranuel and SilverOnTheRose

**Learning Curve**

**Chapter Three: Once Bitten, Twice Shy**

**Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф Ф**

"The old bat... wasn't kidding... when she said... that this was... 'steep and narrow'!"

Tifa glanced back at Cloud's dusty, sweat-streaked face and decided not to chide him for referring to their benefactress in less-than-polite terms. _I have a few choice names I'd like to call her, too! _ Peering over the edge of the sheer drop that was only a matter of inches away from her boot and then above to eyeball the diminishing height of the cliff face they were inching themselves and the bike across, she said, "Not much further... I think."

"For the love of Shiva... don't stop to look... or we'll lose... what momentum... we have," he grunted out, straining to keep the heavy motorcycle from rolling back down the precipitous grade. Tifa blew her hair out of her eyes, took a firmer grip on the handlebar and gave the engine a little juice to keep the bike moving upwards.

After returning the key and reporting the dead Prowlers to the elderly couple – who were tickled pink that the annoyances had been permanently dealt with, and not at all perturbed by the hole in the roof of their shed - they had started the climb in the early morning chill down in the valley, but now they were being thoroughly baked as the sun rose higher into the clear blue sky. There was a light breeze, but it didn't do much in the way of cooling; rather, it only moved around the hot air reflecting off the rock wall beside them.

Tifa's hair stuck to her back as sweat rolled down between her breasts and trickled into her skirt, and her soaked socks were slipping inside her boots. _I'll have blisters __and__ a spectacular sunburn if we don't reach the top soon!_ Still, she didn't have it as bad as Cloud, who was being blasted by the exhaust from the dual ports as well as the atmospheric heat.

Finally, they reached the plateau, which turned out to be flat, covered with boulders and already so blistering hot that Tifa feared the soles of her boots might melt. Cloud smeared his sweaty face against his arm and pointed across the barren expanse at the deeply indented cliff face; the alluring sound of falling water was easily discernable. "Shade. _Now._ " He swung into the saddle, swore at the heat radiating from the black surface through his thick trousers, and warned, "You'll burn your skin if you ride."

"I'll run," Tifa quickly offered, and took off towards the promise of cool relief. Behind her, Cloud had to slowly pick his way through the rocks; Tifa heard several metallic screeches as the skid plate took damage. A large amount of what appeared to be scraps of a netting-like material scattered among the boulders caught her attention, but she was in too much of a hurry to escape the sun to investigate.

She was absolutely drained by the time she staggered into the shadow of the escarpment and discovered that the waterfall disappeared into a deep crack in the plateau. _Ugh._ _More climbing, darn it!_ However, the final scramble up to the ledge where the water began its vertical drop was in the shade and the going was easy by comparison to what they had just experienced; once up, she scouted both the dank cave mouth and a gentle slope that would allow Cloud to bring the motorcycle closer to the water's source. "Up here!" she shouted and waved; when she had the sweltering swordsman's attention, she pointed at the end of the natural ramp.

Tifa already had her boots and socks off and was wading in the shallow channel that started inside the cavern and meandered across the ledge when Cloud arrived. Rolling the bike to a stop against the cliff face, he practically leapt out of the saddle, but instead of joining her right away, he took his sword and repeated her reconnaissance of their immediate vicinity. "I checked," she protested, mildly annoyed that he apparently didn't trust her judgement.

"There's something odd about this," he answered, indicating the smooth surfaces of the ramp and the undulating face of the cliff towering over head.

"Water erosion?" she guessed, sitting on the side of the channel and swishing her legs in the cool liquid, while wondering if she dared strip down to her underwear and have a dip.

"Could be." Apparently satisfied with this possibility, Cloud proceeded to do exactly what Tifa had been considering. After festooning the motorcycle with his clothing and armour, clad only in his boxers, he slid into the water and began sloshing upstream, in the direction of the cavern.

"What're you doing?"

"Hoping that it gets deeper... _whoa_!" No sooner having said it, he abruptly disappeared into a pothole. Cloud was a long time in reappearing, but when he did, he looked almost blissful. "You're not gonna get cooled down like _that_," he scoffed as he shook the droplets out of his hair, since she was only immersed up to her knees.

"Well... all right." Climbing out of the water, she shucked her skirt and left it hanging over the motorcycle's seat. _He's already seen my panties once today, and this __was__ my clean top, so no big deal if it gets wet._ Hopping back in, she'd barely found her balance on the uneven bottom of the channel when Cloud pounced.

With a whoop, he caught her around the waist and dragged her backwards through the water, cheerfully ignoring her spluttering protests the entire way until they both plunged into the pothole. Tifa held her breath as the cool liquid closed over her head, relaxing into the welcome respite from the heat. Opening her eyes, she watched her hair floating up over her head like sinuous seaweed, until she noticed that she was in danger of losing the blue silk ribbon. Grasping after it, she ended up facing Cloud; he grinned before catching her by the hand and pulling her up to the surface.

"This is _great_!" he enthused, and Tifa had to agree. They floated close together for several long minutes, allowing the refreshing temperature to recharge their energies.

Tifa found the bottom of the outflow with her hands and pulled herself over to sit on it in the shoulder-deep water. "Should we try using the materia?" she asked, winding the ribbon around her wrist several times before knotting and tucking it into the top of her glove.

Cloud looked thoughtful as he sculled backwards. "No. We need the source, where the concentration of mako is highest."

_What did General Sephiroth say about mako...?_ Shuddering anew as a fragment of her nightmare sprang vividly to mind, she frowned and said, "Isn't too much mako dangerous?"

"Yeah... but the key words there are 'too much'. We're only going to be in it for a couple of minutes - and SOLDIERs are exposed to small amounts, don't forget."

"True."

"I used to swim in a mako spring up in the hills behind Nibelheim. Didn't do me any harm," Cloud said dismissively, now floating on his back.

Tifa avoided looking at his extremely perky breasts. "I hiked all over those hills and _never_..."

"It was well-hidden; I literally fell into it while exploring one day." He then slyly added, "Great place for a skinny dip... kinda like here."

As he rolled over in the water, his blue eyes full of mischief, Tifa gave him a quelling look. "In your dreams."

"Easy to make a reality," Cloud blandly suggested.

Rolling her eyes, she stood up in the channel, intending to extract the materia from the saddlebags and get on with the experiment, but sat back down in a hurry when she realized that her white garments had become transparent. _I might as well be naked!_ A cautious peek in Cloud's direction made it clear that he'd noticed, judging by the leer plastered across his face. _Argh. Okay, fine. So he can see my nipples – big deal. Right. Time to get this show on the road because we have to get back to Midgar. _Squaring her shoulders, Tifa rose to her feet and purposefully strode through the water until she was opposite to the bike. Climbing out, she padded across the cool, smooth stone and rummaged through the saddlebags.

"Got your Bangle?" he murmured in her ear, making her 'eep' in surprise at his unexpected proximity as he reached around her to collect his combat boots and the materia. Handing her two of the Restore, he swapped the smaller borrowed gloves for a larger pair, equipped the rest, then extracted the flashlight. "Put your boots back on; the cave floor could be covered with mako crystals, and they can be sharp."

"Okay." After he shouldered his sword, they followed the channel into the wide, low opening in the cliff face.

Several feet inside, the ceiling rose so high that the flashlight beam couldn't track it; Tifa stumbled as she stared upwards into the seemingly endless darkness, but that just gave Cloud an excuse to hold her hand. "Might want to shine that on the floor so we can see where we're going," he suggested.

As it turned out, they didn't really need artificial light, because the heavy concentrations of mako crystals surrounding the outflow of the glimmering pool gave off a soft blue-green glow. "It's _magical_!" Tifa exclaimed, entranced by the otherworldly effect.

"Kinda normal for materia," Cloud deadpanned before he broke off, staring intently at something. "Would you look at that!"

Following the line of his pointing sword, she saw a small, softly tinted orb half-submerged in a puddle off to the side. Carefully treading around the clumps of mako crystals, Tifa knelt to look at it. "Natural materia," she breathed.

"What kind is it?" Setting aside his armload of gear and crouching beside her, Cloud poked at the ball. Peering closely at it, he frowned. "I think it might be a Poison materia. Make sure that one comes back with us; never know when it might come in handy." Rising to his feet, Cloud surveyed the darkly glimmering pool. "Well? Ready to give this a try?" he asked, jamming the tip of his sword between two clumps of crystals before shucking the borrowed boots.

Doubt swept over Tifa as she looked at the mirror-like surface. _I'm a fighter, not a mage – I don't know if I can do this!_

Gentle fingers tilted up her chin. "What's the matter?" She bit her lip and couldn't look him in the eye; Cloud exhaled, then dragged Tifa to her feet and into a bear hug. When she remained stiff and silent, he nuzzled her ear and murmured, "Tell me."

Hunching her shoulders, she held out as long as possible, but when it became clear that he wasn't letting go until she came clean, Tifa whispered, "I'm afraid that my magic levels aren't strong enough to be of any help."

Cloud's embrace tightened. "That water has more energy in it than you, me and Aerith put together," he said. "I brought you along because if my idea crashes and burns, I need a _friend_ more than anything... you're the only one that I trust." Keeping her pressed against him with one hand, he stroked her cheek with the other, his gaze heavy-lidded. "Only you, Tifa." Her throat suddenly dry, she managed a jerky nod, and was rewarded with a quiet smile as he drew her towards the spring. "Let's do this."

"Looks cold," she commented.

He sat down on the damp stone, swung his legs into the spring and sucked in a sharp breath. "_Damn_ cold," he winced. "Gonna freeze my balls off... and my tits, too." Sliding all the way into the neck-deep water, Cloud shuddered. "Shiva's _effin'_ icicles!" Glancing up at Tifa, he gritted out, "Sh-share some b-body heat?"

"You're lucky I like you," she replied, and joined him before she had second thoughts. "_Oh_...!" _I can't catch my breath!_

"C'mere... we'll m-make this q-quick." Tifa clung to Cloud's shoulders, not really minding the intimate way he wound himself around her because any amount of warmth was welcome. "R-ready?" When she nodded, he said, "On m-my mark... one, t-two, _three_."

Sputtering the spells in unison through chattering teeth, they were immediately engulfed in a crackling ball of green energy as the materia reacted to the mako-charged pool. One immediate side effect was the water warming to slightly less than bone-chilling temperatures; another became obvious when she was jerked off her feet as Cloud abruptly regained his original height.

Loosening her tight grip, she slid down his far less curvaceous body until she was again standing on the bottom. "It worked! Wait... what's wrong?"

Teeth clenched, Cloud fumbled desperately at his hip. A moment later, he relaxed, holding up the pin that had been securing his boxers around his previously much narrower waist. Tossing it aside, he grinned broadly. "Back in business."

Tifa was about to say something when she let out an alarmed squeak instead. Ghostly fingers trickled across the outside of her thigh and she hastily batted at the sensation; the slimy streamer wound itself around her hand... and turned out to be the hair tie that Cloud had swiped from her to secure his braid, now no longer needed. Holding it up, she said, "Whew! For a minute there, I thought it was..."

"Me copping a feel?"

Shooting him a guilty look, Tifa admitted, "Something like that."

He chuckled low in his throat, a distinctly masculine sound, and she peeked at him from under her bangs. His gaze had darkened, and even as she retreated a step until her back was against the pool's rocky side, he moved forwards. Her lips seemed to absorb his entire attention and he dipped his head, his intentions clear.

What happened next was certainly memorable, but for completely the wrong reasons.

The light from outside was blocked as something large filled the entrance; Cloud snatched the flashlight and pointed the narrow beam into the darkness. Tifa fought the urge to hide behind him as an enormous, milky yellow, vertical-slit eye was illuminated, and then did anyways when a flickering tongue that was easily as long as her arm tested the air. Grey, blue and brown densely patterned scales covered the blunt snout, forming a design that would otherwise be attractive if it wasn't part of a serpent that could easily swallow her whole.

The muscles of Cloud's back tightened under her hands. "Grab that Poison materia," he tersely ordered. "Equip it while I distract this thing."

"What're you going to do?"

"Give it a shot of Lightning."

"And if that doesn't work?" Tifa couldn't quite keep the edge of hysteria out of her voice, nor stop herself from pressing up against Cloud when the snake's scales rustled over the crystals as it threw several coils ahead of itself. An impressive hood expanded behind its head as it arched, making it appear at least three times larger in the uncertain shadows.

"Poke it with my sword." Peeling her trembling fingers off of his ribs, he wrapped them around the flashlight as he moved both of them to the side of the spring farthest from the intruder. "Keep the beam pointed at its eyes." Bracing one hand on the edge of the pool, he sprang for his weapon, wrenched it out of the pile of crystals and _charged_.

The creature opened its mouth in a startled hiss, the interior ivory-white and strangely smooth-looking, its dark fangs and tongue stark against the pale flesh. Cloud suddenly blazed with blue electricity as he leapt into the air. A spitting ball of energy was literally shoved down the snake's throat, followed by a two-handed slash to the head. It snapped after him as he retreated and then unwound itself, its rapid withdrawal preventing a follow-up attack. "Get the materia!" he yelled, shaking Tifa out of her stunned immobility.

Scrambling out of the spring, she tried to keep the creature within the flashlight's beam while locating the materia. _He's fighting the biggest snake I've ever seen in bare feet and his underwear. Can it get any worse?_ She fumbled the slick orb and watched in horror as it dribbled across the rough ground before disappearing beneath the glassy surface of the spring with a distinct 'plop'. Glancing up, she saw that the battle had moved outside; panicking slightly, she scanned the depths. _Crap!_

Dropping the flashlight, Tifa jumped back into the icy water and went under. It took her two tries to find the bottom in the inky blackness, and then a third before she saw the materia's faint glow, tucked beneath an overhang. Urgency and cold made it hard to breathe; it felt like her heart was beating too fast for her lungs to keep up. _Cloud needs my help!_ Attempting to calm herself, Tifa breathed in long and deep two or three times before positioning herself roughly above the location of the materia. _Now._ Slipping below the surface, she fought against her natural buoyancy and pulled herself down via handholds on the rocky side. A gentle current pushed against her, as if the spring was trying to protect its creation, but she kicked her feet and managed to grab onto the overhang with one hand and extract the materia with the other.

_What should I remove?_ Popping back to the surface, Tifa momentarily hesitated over which materia to ditch so that she could equip the Poison. _One of the Restore. _ The two balls were exchanged, with the discarded one stashed in a clump of crystals for later retrieval, and she bolted for the entrance, heedless of the pain from cuts on her feet. Giving a passing thought to the fact that this was the second time in one day that she was fighting in her skivvies, she arrived in time to see Cloud execute a Braver on the coiled serpent, but the creature simply hissed and bit at him.

"Poison it!" he roared as soon as he noticed her, and she instantly obeyed, the materia's power coating her fist with fluorescent light. Avoiding looking at the snake's deadly fangs as its head swung towards her, Tifa raced in, jumping over the water-filled channel along the way. Leaping up onto the fat coils curled around the creature's body, she delivered several powerful blows to the broad belly scales, the corrosive energy instantly eating away the smooth surface and dissolving the pale flesh beneath. Encouraged, Tifa aimed at the head as the snake writhed in agony; she heard Cloud's warning shout just as she realized that it was rearing upright. Kicking off from its throat, she controlled her fall as best she could and managed to land upright, but the impact of her bare feet on the stone made her stumble. Out of the corner of her eye, she saw the creature's split tail sweeping towards her, and managed to dive out of the way, a move that brought her close to the miraculously undamaged motorcycle.

As she rolled up into a fighting stance, Cloud disappeared inside a massive fireball that erupted out of the serpent's mouth.

Screaming, Tifa threw herself at the snake, her entire body surrounded by a swirling aura that turned her fists into incandescent torches. The creature's coils churned as it tried to get away, succeeding only in exposing more of itself to her furious blows. It was only when they tumbled out into the scorching heat of the plateau and the soles of her feet were burned that she broke off her attack. The serpent seemed to want to put as much distance between them as possible; she noted that it was leaking a trail of dark fluid and its movements were markedly sluggish before it curled around a loose pile of boulders on the far side of the baking plain.

"_Cloud!_" Turning and racing back up onto the ledge, she was confronted by a nightmarish sight. He lay on his back, unmoving, his clothing burned to cinders and his skin charred. Several feet away, his sword smoked gently. "Shiva... _no!_" Leaping over the now dry channel, Tifa ignored the pain in her knees and her feet caused by the overheated rock as she knelt beside him and pressed her ear to his blackened chest.

Silence. No pulse, no breath.

_I have to stay calm._ Fighting down the anguished cry that was trying to claw its way out of her throat, Tifa bit her lip to the point of blood. Gauging the distance between herself and the saddlebags, and factoring in the extreme pain of her legs being roasted by the rock, she made a quick decision. Awkwardly gathering his limp body into her arms, she applied every ounce of strength she had left to pushing herself upright.

The channel was a challenge; the water had begun to refill it, amid much hissing and spitting as the cold water came into contact with the hot surface. Tifa wavered, struggling to keep her balance as she shifted from foot to foot. _I can't jump it... but it's too hot to treat Cloud on this side._ Setting her jaw, she hopped down into the shallow water and just as quickly leapt back out on the other side, her feet stinging. The cooler stone was a relief, and she put him down as gently as possible next to the motorcycle, then lunged for the saddlebags.

Lining up the precious flasks with shaking hands, she cracked open the case and administered a Phoenix Down. "Cloud... come back to me. _Please_." Resting her hand over his heart, she waited anxiously for some sign of success.

A rasping intake of air and a long, low groan announced the swordsman's return to the world of the living; Tifa carefully eased his head and shoulders onto her lap and dribbled more potions into his mouth, then drank a couple herself after making sure he'd swallowed the fluids. Casting Cure over him, she watched as the blackened outer layers flaked away, revealing healthy pink skin. Hair sprouted, grew and stuck out in every direction until Cloud finally opened his eyes.

"_Shit._ That _hurt_," he croaked.

Overcome with relief, Tifa impulsively bent down and kissed him. Cloud appeared nicely stunned when she pulled back, but then he raised his hand and carefully touched her cheek. "Are you all right?"

"I'm fine. A few cuts and burns, but I'll live," she replied, ducking her head in an attempt to hide her pink cheeks.

"Then let's get Cure happening – _ow_!" The materia dropped free of his carbonized glove and bounced off his forehead.

Tifa caught it, then cautiously reached over his metal gauntlet to retrieve the other materia, which was in similar danger of escaping. "Isn't your arm kinda hot?"

"Now that you mention it..."

She glanced at the channel and noted that it had refilled – but that the water was steaming. "We'll have to cool it off in the spring."

"A nap would be good, too." Cloud slowly sat upright and finally noticed that aside from his gauntlet, he was completely naked... and that almost fifty feet separated him from his sword. Contemplating the distance and the scorch marks, he treated Tifa to a thoughtful look.

"I'm not sure how safe it is; the snake was still alive the last time I saw it," she said, distractedly trying to determine whether sticking the materia down her top for transport was the safest bet.

"If it isn't dead yet, it soon will be. Poison takes a while to work, but it never fails." Wincing, he slowly rolled onto his knees. "Bastard packed a punch." Tifa decided to keep the materia in her fist, tucked herself under his arm and helped him to his feet. They briefly staggered until they found their balance; after one painful encounter between his hip and the hot metal, Cloud was more careful about keeping his gauntlet away from his skin. "I want to know what the _hell_ a Midgar Zolom is doing so far south."

"What's their usual range?" She left him holding up the wall while she collected the bedrolls.

"The swamps surrounding the Mythril Mine outside Kalm."

"Another ShinRa training exercise?" Tifa asked, again pulling his arm across her shoulders. Hesitantly sliding her arm around his nude waist, she guided him into the cavern.

"A full-fledged mission, and it _sucked_." Cloud tried to straighten up. "I can walk."

"Says the naked guy who keeps tripping over his own feet," Tifa muttered, blushing brightly enough to outshine the cool glow of mako as she tried to watch their footing instead of his swinging anatomy. "I don't want you to fall into a clump of crystals." Dropping the bedrolls on the high ground beside the still pool, she helped Cloud to sit down.

He immediately rolled into the water and submerged, surfacing a moment later looking relieved... until he saw the angry red blisters on her legs as she organized the bedrolls. "Get in here _now_."

Tifa arranged the two materia beside the discarded Restore in the clump of crystals before obeying, then turned a pretty shade of pink when Cloud stood upright and lifted her into the pool like a small child. His hands lingered – just before he lost his balance, pressing Tifa up against the side. "Show off," she grumbled, propping him up while trying to ignore both the intimate way he fitted against her and the rocks digging into her back.

His arm slid around her waist as he exhaled against her ear. "Gimme the materia."

"You'll pass out," she warned.

"Not before I fix you," he insisted, his hand wrapping around her fist and prying at the orb.

"You're not easy to pick up, you know."

"I've _never_ been an easy pick-up." Finally managing to winkle it free, he cast the spell.

Sighing in relief as the healing energy did its work, she poked him in the ribs. "Your turn."

"Me? Why?" His knees were shaking and he was definitely holding onto her more tightly.

"Just a hunch." Snorting quietly, Tifa took back the orb and returned the favour. "Okay, out you go." Boosting him up onto the edge of the spring, she quickly followed in case he needed her support.

Cloud ran his hands through his hair and shook himself, his wet skin gleaming in the mako's glow, then flopped onto the nearest bedroll. Working his gauntlet off his arm, he put it aside, just in time to grab Tifa as she was about to lie down on the other bedroll and pulled her on top of him.

"What're you _doing_?" she yelped, instantly trying to escape, but he simply held on until she stopped thrashing.

"If we share this bedroll, we can use the other one for a blanket."

Tifa gave the too-innocent swordsman a thoroughly exasperated look. "Couldn't you have just _said_ something?"

"This is _much_ more fun."

"You _must_ be feeling better."

"Shouldn't have treated me with that last Cure."

He laughed when she growled, loosening his grip only enough that she could slide off him, retrieve the other bedroll and unzip it. Meanwhile, Tifa was trying to not think about the fact that she was about to snuggle up with a completely naked Cloud and was really, _really_ glad that none of their friends could see them. _What's that saying? What happens on the road, stays on the road... right?_

When she finally lay down beside him after fussing with the arrangement of the impromptu blanket, however, he made a face. "Your top's kinda cold... and wet..."

"_Surely _you're not suggesting that I take it off?" she frostily demanded.

"It'd be more comfortable... for both of us. Besides, I'm not sure that spending too much time in mako-soaked clothing is a good idea."

"You're making that up!"

His gaze took on a distant quality. "No. I remember hearing someone talking about it..."

"Ugh. All right... but this _isn't _an invitation."

Hurt flashed across his face. "If the idea freaks you out so much, then don't bother." Kicking free of the blanket, he turned away and began pulling at the zipper on the bedroll he was lying on.

She immediately noticed how damp the makeshift mattress was, and instantly felt guilty. _Not to mention the fact that he's made it clear that __he__ trusts __me__... but this is different._ Laying her hand on his shoulder, she said, "I'm sorry... it's just..."

"Just what?"

Taking a firm grasp on her courage, Tifa answered, "I don't know you very well."

"What're you talking about? At the train station, you knew who I was right away!"

Shaking her head, she quietly clarified. "I _recognized_ you; that's not the same as _knowing_ a person."

Realization dawned, and he flinched as if she'd slapped him. "You don't trust me."

Choosing her words with care, she said, "I don't know you _well_ enough to trust you."

Cloud sat up and looked her straight in the eye. "Tifa, I promised to _protect _you years ago, and again yesterday, to Barret." Lightly touching her hand, he added, "I'd be a pretty shitty protector if I turned around and attacked you."

She shifted uncomfortably. "I just don't want you to think th-that I'm..."

Alerted by the tiny wobble in her voice, he offered, "That you're 'easy'? Like _hell_. You're the farthest thing from that... I do know _that_ much. Even though I've had a serious thing for you since I was six years old, I can control myself." Tifa blinked rapidly as his words sank in; her eyes were so wide and her expression so stunned that Cloud couldn't help laughing a little. "I wanted to become a SOLDIER mainly to impress _you_."

Her cheeks flushing and her ears reddening, she dropped her gaze to the scar on his chest. "Was it worth it?"

"_Yes_. SOLDIER gave me the power to protect you even more effectively," he said earnestly. Grinning wryly, he added, "Not to mention the fact that you could break every bone in my body if I _did_ try something is also a terrific deterrent."

"Er, I see."

Cloud laid back down, shuddering as he came into contact with the wet bedroll. "I need a nap if I'm going to get us back to Midgar in one piece." Giving her a steady look, he bluntly said, "I'd really like you to join me."

Making up her mind, Tifa flipped the blanket over him and turned around. Fighting her way out of her wet top, she shivered when her newly-bared skin came into contact with the chill air of the cavern. _Should I leave my panties on, or take them off? Taking them off might send the wrong message... but I don't think that mako exposure on a very delicate area is a good idea, and we __did__ just have a conversation about trust, so..._. Shimmying out of the thin fabric, she wrung the dampness out both items before hesitantly sliding under the blanket with Cloud.

She crossed her hands over her breasts as he shifted onto his side and opened his arms, but he didn't pull, letting her decide how much distance to leave between them. Tifa cautiously settled in a position under Cloud's chin, her arms forming a defensive buffer between their chests, and her legs bent enough to keep her hips away from his. He carefully draped his arm over her waist, his hand resting lightly against her lower back. "Is this all right?" When she nodded, he sighed deeply, nuzzling her forehead. As Cloud's body relaxed, his arm somehow becoming heavier, he mumbled, "If I'd known that being fried to a crisp was all it would take to get you into bed with me, I'd go out looking for one of those damn snakes every single day."

Tifa snorted, but before she could come up with a suitable response, Cloud fell fast asleep. The warmth radiating from his body was already banishing the clamminess from the bedroll and her eyes drooped lower with every blink until she, too, was asleep.

**Ф Ф Ф Ф Ф**

When she woke up, the blanket seemed inexplicably heavier and had developed angles. Tifa quickly realized that she was on her back, and that Cloud was sprawled half on top of her and half off. Her first impulse was to jab him in the ribs, because his leg now rested between hers and his hand lightly cupped the outer curve of her breast, but she stopped herself before she accused him of taking advantage because he was snoring softly in her ear. _I know he fell asleep before me, so it isn't like he consciously did this. All the same, he's __heavy__ and it's time to get moving. _Considering how best to proceed, she took into consideration Cloud's hair-trigger defensive reflexes, so instead of doing something that might be misconstrued by his subconscious, she first gently displaced his wandering hand and then rubbed his shoulder. "Cloud... time to wake up."

"_Grrrmph?_"

Chuckling at his muzzy expression when he raised his head, she couldn't help admiring his eyes. Instead of their usual bright intensity, they were the soft, misty blue of a summer morning. When he blinked, and some of the haziness dispelled, she asked, "Sleep well?"

His answering smile radiated contentment. "Next to you, who wouldn't?" Nestling closer, he made a pleased little humming sound and seemed inclined to go back to sleep, but instead he surprised her by confessing, "Sometimes it feels like there's too much noise inside my head, and it _hurts_, but when I'm close to you, the pain goes away."

_Maybe __that's__ what's going on those times when he doesn't seem himself?_ "Is it just sounds?" she asked, genuinely curious.

"Coloured lights... sometimes I see things that aren't there."

_Sounds almost like a seizure of some sort._ "Does this happen... often?"

"Enough that one of these days, someone's gonna get hurt because of me."

Sliding her free arm around Cloud, Tifa gave him a reassuring hug. "How can I help?"

Rising up onto his elbow, he cupped her cheek, his fingers weaving into in her hair. "Just... stay by my side?" he asked quietly.

Touched by his vulnerability, she answered, "I-I can do that. Um... I hate to say this, but we have to go."

Nodding, but not making any immediate move to leave, he studied her face with hooded eyes. Smiling quietly at her questioning expression, he leant down and brushed his lips, feather-light, over hers. "Thanks for being my friend."

"Y-you're w-welcome." Tifa was glad that she was lying down, because her knees were weakened by the tender gesture.

Smirking a little, as if he knew exactly the effect that the caress had on her, Cloud slid off and pulled her up to sitting. Chivalrously wrapping the bedroll around her, he stretched his arms up over his head and flexed. "All right; first order of business, get dress... _ick_!" Grimacing, he extracted something long, squishy and wet from under his heel. "Where's the flashlight?"

"Uhhh... not sure. I dropped it somewhere around here." Peering into the dimness, Tifa thought she saw a metallic gleam a few feet away and reached for it, immeasurably relieved when her fingers closed around the flashlight's handle. "Got it."

"Show and tell." The beam of light revealed something that definitely resembled a blind cave worm, a rather unappetizing possibility, until Cloud pinched it between his fingers, sending beads of liquid running down the length and dripping onto his leg. Inspecting the clear fluid, he said, "I think this belongs to you," and tossed it to Tifa, who promptly bungled the catch.

However, the texture definitely wasn't right for a worm, and she quickly identified it. "My hair tie!"

"Looks that it wasn't the only thing you dropped." He held up the discarded materia.

"I needed a slot for the Poison." Tifa gathered up her clothing and found her boots. She was about to put them on when a sixth sense warned; turning them upside down and shaking, something small and hard-shelled fell out, hit the ground and scuttled away in the darkness.

"What was _that_?"

"No idea, but dump your boots just in case."

After she stood up, still bundled in the blanket, he slung the other bedroll over his shoulder, helped collect their gear and led the way out of the cavern. Outside, the stone had cooled but the scorch marks and blackened sword were stark reminders of just how bad it had been. As Tifa began looking through the saddlebags, Cloud enfolded her in a hug. "Thanks."

"It was nothing. Um, despite what you said earlier... don't make a regular habit of losing to a Zolom, okay?"

"I'll do my best - but if you agreed to bunk in with me every night, that'd solve my problem," he teased.

"Er... I'll think about it," she replied, distracted. "Darn it!"

"What's wrong?"

"My clothing choices are either 'damp' or 'bloodied'," she grumbled.

Cloud reached into the bag and brought out his spare sweater. "You're welcome to this."

"But then _you_ don't have anything clean to wear!"

He shrugged. "Not the first time." Slipping into her one mercifully clean pair of panties, Tifa quickly pulled on the sweater. As she tugged her hair free of the collar, Cloud paused in the process of buckling his belt. "You can borrow that _any_ time you want," he said with a wolfish grin, appreciating the way the snug garment accentuated her generous curves.

"I think it'll be kinda stretched," she muttered, putting on her skirt and discovering that she had to tuck in the excess length of the sweater.

"I'll cope." Clearing the channel in one easy jump, he collected his sword and returned in time to once again take over her hairbrush. Tifa happily gave in, feeling only slightly guilty over how much she enjoyed his attentions. After Cloud gathered the dark strands and tied them together with the rescued cording, he wound the length around her neck in preparation for departure. When his hands lingered on her shoulders, Tifa turned around and stood on tip-toe to kiss his cheek.

She wasn't surprised to be pulled into an embrace, but was soothed by the gentleness of his hold. _Almost like he's... cherishing the moment._ Blushing, because she highly doubted anything as sentimental as that was going through Cloud's mind, she hugged him back. The soft exhalation next to her ear and the way he gathered her closer were sweetly appealing, so the kiss that followed seemed a natural extension of this newly expressed affection. The second and the third were equally gentle, but the fourth and fifth took on a deeper intensity that momentarily blocked all thoughts of what they were supposed to be doing – at least until Tifa's sense of responsibility kicked in.

Reluctantly breaking the heated contact, she breathlessly murmured, "People are waiting for us."

"I know," he whispered, his mouth incredibly soft-looking, and she had to stop herself from kissing him again.

They slowly stepped away from each other to finish preparing for their departure, but found plenty of opportunities to stay close during a quick meal of rice balls and pickled vegetables, despite it being eaten standing up. While she packed the bags, Cloud wiped his hands off on his trousers and checked over the motorcycle. "We're good to go; woulda been a long walk back to Midgar otherwise." Sliding into the saddle and firing the engine, he waited for Tifa to climb on behind and settle before backing up, then paused to put on the spare gloves she dangled over his shoulder.

Poised on the top of the natural ramp, he squinted against the blazing sun and let out a low whistle. Tifa craned her neck to see, and was stunned by the number of scavengers that had already arrived to gorge on the snake's body. Leathery, segmented wings fluttered and snapped as their owners squabbled over choice bits of viscera; a dozen or more took off after one that flapped away with a long, glistening section of what appeared to be intestine in its beak. Shaggy beasts prowled around the slackened coils, tearing away mouthfuls of flesh at every opportunity whilst driving off attacks by fangy reptilian predators.

"They're too busy eating to bother us – ready?" At her nod, he rolled the bike down the ramp and began picking his way through the rock field, taking the shortest line across to the path. They were buzzed twice by the winged creatures, but were obviously judged to be of no interest, because they were left alone.

Tifa kept a close eye to make sure that nothing else decided to leave the feast to check out their snack potential while Cloud swore fluently under his breath and continued navigating their way to safety. A streamer of that odd, net-like material fluttered from a jagged boulder; snagging it as they slalomed their way past, she realized that there had been warning signs everywhere, but that they'd ignored them. "Look at this," she said, holding it where he could see it.

"What about it?"

"The Zolom's eyes were cloudy; I'll bet it came up here to shed its skin."

"Well, _shit_. Lucky for us we found that Poison materia." Finally reaching the path with only a few scrapes added to the skid plate, he lined up the front wheel with the centre of the narrow path and coasted a short distance downward until he had a feel for the bike's ability to handle the descent. "It's gonna be a hella faster trip down than it was up."

"Wait." Tifa tugged on the straps of his harness, staring at the distant black smudge marring the horizon.

Setting the brake, he gave her his full attention. "What?"

"I... I don't want to go back."

Following her line of sight, he considered the dark cloud. "I don't particularly want to, either."

Tifa hung her head. "When we get there, just... drop me off and keep going. This isn't your fight."

Cloud twisted violently in the saddle and grasped her face between his palms. "Don't be stupid," he growled, then kissed her fiercely. "Don't be stupid," he repeated more gently, several moments later. "How'm I supposed to protect you if I'm not there?" Kissing her again, softly and tenderly this time, he said, "Let's go."

**Ф Ф Ф Ф Ф**

Tifa had somewhat recovered her emotional equilibrium by the time they made it down onto the valley floor and approached the rest stop. "Pull in, Cloud – I want to tell them not to go anywhere near the plateau."

"I doubt they've gone any further than the orchard for _years_," he pointed out.

"I know, but if not for them, we wouldn't have found the spring in the first place."

"All right... but be quick. If we leave now, we'll make it back for 7th Heaven's opening." Bringing the bike to a stop, he left the engine running as a broad hint that they didn't have time for lengthy conversations.

Tifa bounced across the gravel to the shack, where the old couple looked remarkably happy to see her again. "Just wanted to let you know that there's a dead Midgar Zolom up on the plateau; the scavengers are already at work."

"You're sure about it being a _Midgar_ Zolom, young lady?" the man demanded.

"Yes. My boyfriend recognized it from a mission to Kalm."

"Hrmph. Could be why Kalm Fangs are becoming a nuisance, if Zoloms are moving into their territory."

"Actually, it looks like the Zolom was using the rocks up there to help shed its skin; there's tons of snakeskin all over the place."

"When I was a girl, there were enough _regular-sized_ snakes up there to discourage a body from staying too long," the old woman interjected. "The Zoloms probably ate 'em."

"This one nearly ate _us_," Tifa said.

While his wife made sympathetic noises, the old man scratched his chin, eying the colourful orbs embedded in her Bangle, then fumbled in his pocket and produced a golden-hued materia. "Here, miss. You or your young fella might be able to put this to good use," he said, tossing it to her.

"Oh! Thank you, sir!"

He waved his hand. "Consider it a token of our appreciation for getting rid of those Prowlers. You'd better skedaddle if'n you're gonna make it back to Midgar before dinnertime."

"Yes. Thanks again!" Returning to the motorcycle, she gave Cloud the small sphere as she slid onto the saddle.

He whistled softly. "A Steal materia... nice." Handing it back, he saluted the elderly couple and revved the engine. "Hold on tight – we're gonna set a new land speed record."

**Ф Ф Ф Ф Ф**

When they pulled into 7th Heaven's rear courtyard hours later, Tifa actually stumbled from the effects of being pummelled by the wind from the incredible speeds that Cloud had wrung out of the motorcycle's engine on the way back. _I definitely know how it feels to be 'scared half to death'!_ He caught her arm to steady her and made sure she was okay before handing her the saddlebags, but made no move to dismount. "What are you doing?"

"I have to return the bike."

"Oh! You mean you really _did_ borrow it?"

He grinned. "If I had that Steal materia yesterday, I wouldn't have had to embarrass myself."

Propping her fist on her hip, Tifa demanded, "Exactly _what_ did you promise this poor sap?"

Adopting a breathy falsetto, Cloud lisped, "I'd be _ever _so grateful if my big brother could use this bike to run an errand... I _really_ love to ride _big_, powerful things, you know."

"You _didn't_...!"

"Oh, yes, I did. He's probably been bragging to all his buddies about the hot little piece of ass he's gonna nail tonight... except it's her 'big brother' who's returning the bike."

"You're _evil_."

Waggling his eyebrows, he smirked. "You love it." When she shook her head in exasperation, he caught hold of her hand and drew her closer. Unwinding her hair from around her neck, he gently tugged in mute appeal, and Tifa gave in without hesitation, despite the risk of being discovered at any moment. The kiss was soft and sweet and full of promise; Cloud's eyes were dark when he finally pulled back, stroking his thumb over her lower lip. "Back in a few minutes," he murmured huskily.

Tifa waved him off into Midgar's pitch-black environs, heaved the saddlebags onto her shoulder and went through the kitchen door...

... into a state of chaos.

"_Tifa!_" A small body flung itself at her.

"Marlene?"

"Where's Cloud?" the little girl tearfully asked, her tiara slipping down over one eye. "The soldiers are looking for him!"

"_What?_" Lifting Marlene onto her hip, Tifa strode across the kitchen and into the bar. The rest of the team was talking in loud, agitated voices around one of the tables – except Aerith, who immediately came towards her with a question on her lips.

"Why are you wearing Cloud's sweater?"

"Eh? Long story; it involves a snake."

"A _snake_?"

"Tifa! Where's Spiky?" Barret roared. "ShinRa's shit is hittin' the fuckin' fan!"

"_Daddy!_ Watch your language!" Marlene said primly, and the big man instantly became contrite.

"Cloud's returning the motorcycle," Tifa informed them, handing the heavy saddlebags to Aerith, who nearly dropped them. "What's going on?"

"Fool shoulda kept it; might have to make an exit, stage left."

Jessie broke in. "A ShinRa patrol showed up last night," she said. "They were looking for a swordsman whose description uncannily fit Cloud."

"How did you get rid of them?"

"Fed 'em the mystery meat to see if it might be fatal, but it wasn't, so we just smiled and nodded until they left," Wedge answered worriedly.

"7th Heaven is now on ShinRa's radar screens," Biggs said, tightening the knot on his headband. "We have to move, and the sooner, the better."

Cloud hurtled through the front door of the bar in time to hear Biggs' remark. "How about _now_? ShinRa's gonna drop the Plate." When they all just stared at him, he growled, "Apparently ShinRa supplied Midgar with a built-in destruct option; instead of trying to flush out AVALANCHE, they're planning on crushing you... literally."

"And everyone else!" Tifa gasped.

"_Motherfu_... er, they're not very nice, are they?" Wedge hastily amended at Barret's warning glare.

"Daddy...?" Marlene whimpered, even though she clung even tighter to Tifa.

Aerith put down the saddlebags and held out her hands to the little girl. "I'll take you to my mother's house. You'll be safe there."

"Where is it?" Barret asked heavily.

"Sector Five. Cloud knows where it is."

"Far enough that if anything does go wrong, it won't be hit by debris," he ruminated. "Take her, but stay there, missy. We'll pick you up afterwards." When Aerith opened her mouth to protest, he held up his hand. "The kind of fightin' we'll be doing isn't for ladies. Best that you stay clear of it."

Jessie stage-whispered, "Guess you and me aren't considered 'ladies', Tifa."

Barret looked honestly confused, but before he could dig himself in deeper, Tifa said, "Never mind," and handed Marlene over to Aerith. The teary little girl hugged her tightly around the neck before letting go. "We'll see you soon, sweetie."

"Okay." Marlene wiped her eyes and took Aerith's hand; the woman smiled reassuringly.

"Everyone has a job to do, and ours is to stay safe."

"Bye, Daddy... be careful."

"I will. You be good, princess."

As they headed towards the door, Aerith stopped to lay her hand on Cloud's arm. "Don't do anything rash," she implored.

"Tifa'll keep me in line. Wedge, you provide escort for these two and meet us at the Pillar. Warn as many people as you can while you're at it." As the trio headed out into the shadows, Cloud glanced around at everyone else. "Grab as much weaponry, ammo, materia and potions as you can carry. We gotta haul ass if we're gonna stop these bastards."

Barret didn't object to Cloud's assumption of leadership, instead confirming his orders and sending everyone scattering to collect what was needed. Tifa hefted the saddlebags and headed for the stairs.

Once in her room, she quickly emptied the bags and sorted through the remaining supplies with trembling hands. _This is it. We're confronting ShinRa in the open. Can we win?_ Rather than think too much about their chances, or lack of them, Tifa concentrated on packing a knapsack with as many of the crucial items and materia as would fit. _I have to assume that we won't be coming back, even if we __do__ stop them._ Stripping out of Cloud's sweater, she added it to the load and pulled on another of her tank tops, then rolled and stuffed other pieces of their clothing around the flasks to cushion them.

He was standing in the doorway when she shouldered the bag and turned to leave. They simply looked at each other for a long moment, until he muttered, "Helluva homecoming," and crossed the short distance to wrap her in his arms. The embrace was brief and desperate, ending with a hard, fast kiss. "C'mon." They met the assembled group downstairs; he cast a critical eye over their preparations before swinging his weapon onto his back. "Let's mosey," he said, and led the way out of the bar.

Tifa came up the rear, making sure the 'Closed for Business' sign was facing outward before shutting the door with a sense of finality_. How long will it be before we have another place to call home? _ Turning her back on the dilapidated structure that been her refuge for most of the past five years, she ran to catch up with the group before they disappeared into the darkness.

**Ф Ф Ф Ф Ф**

_**~Post Script~**_

Years later, after the long, harrowing battles on so many fronts were over and a well-earned peace had taken hold, a wee girl with her mother's eyes and her father's unruly hair found a tattered, faded length of blue silk ribbon carefully wrapped up like a priceless relic in her mother's jewellery box. Curious, and sure that there must be a story to go with it, she took it to her parents for an explanation.

She was confused when her normally unflappable father turned an interesting shade of red, before hurriedly claiming that her baby brother required a fresh diaper – when he normally would do just about _anything_ to avoid that often-odoriferous task – extracted the babe from her mother's arms and disappeared with amazing speed.

However, that was _nothing_ in comparison to her surprise at the gales of laughter that erupted out of her usually reserved mother, and she was still trying to decide whether she should laugh as well or cry when Tifa wiped her eyes and scooped the little girl into her lap.

"That story will have to wait until you're older, sweetie," she giggled, rocking her daughter until the worried look disappeared from the little one's face. Taking the ribbon from the dimpled hand and tucking it into her pocket for safekeeping, she added with a mischievous smile, "Shall we make Daddy a snack? I bet he'd like some sliced apples."

_**~finis**_


End file.
